Imperial Liberation of Equestria V2
by DarthRedbeard
Summary: Luna managed to find the Imperial Empire and they've agreed to help them. The 2nd Imperial Lennex War will test the courage and strength of Equestria and it's people. Will Spike also be rescued from the Lennex Empire's plans? The time has come for the Battle of Equestria.
1. Meeting the Emperor

Luna awoke to the smell of the sea coming from the porthole to her room. As she dragged herself out of her bed, most of her muscles were working against her after the journey she had the day before, her mind thinking back on what happened. A lot had happened in those hours yesterday trying to find the Imperial Empire. Luna and Sweetie Belle had gotten to know each other fairly well during the journey. Luna learned that Sweetie Belle didn't care about what others thought of her relationship with Spike, or about the Dragon DNA. The main thing she wanted was for Spike and her to be happy. Sweetie Belle also learned that Luna was still beating herself up from an argument between Celestia and her that nearly ruined the kingdom. As Luna began to get ready, a few thoughts ran through her head.

" _I wish that this never happened to Equestria. Why did our home have to be attacked by those monsters_?" she thought. Luna was deeply worried that her sister would not be able to hold what was left of their home against the invaders. There was also something else bothering Luna. " _How did the Imperial Empire get all this together in just a short amount of time_?" She felt very confused that a force of over four or so million infantry, thousands of cavalry, twenty thousand tanks, hundreds of artillery, and large amounts of supplies could be ready to move right after getting word about the Lennex Empire. " _I'll save that question for the Emperor_." After getting dressed, she walked over to Sweetie Belle's bed to wake her up.

"Wake up, Sweetie Belle," said Luna. Sweetie Belle slowly woke up and saw Luna in a uniform and dark blue cloak. Her shoulders had a crescent moon. Luna's small black crown sat on her night sky blue hair. One thing Sweetie Belle never understood is why no one in Equestria ever tried to at least take her on a date. She was one of the best looking princesses besides Cadance, according to a magazine that Rarity had. However, most were afraid of what happened a few years ago, not long before Spike and Twilight moved to Ponyville.

"What's up?" she asked. Sweetie Belle hadn't been the same since Spike was taken from her. She had nightmares that Spike was having terrible things done to him. Luna tried to help, but nothing worked. What Sweetie Belle did wonder was if the Imperial Emperor would use Spike like the Empire of the Knights planned to do. " _If he does that, then I'll never see Spike again._ "

"We're meeting the Imperial Emperor today," explained Luna. After Sweetie Belle started getting ready, Luna walked to the bridge of the ship, but not before looking outside to see fog out the windows. " _Strange we would be sailing in the fog_."

Luna began her trek around the halls of the ship, hoping to find out more about these people. She barely got to know anything about them from Celestia and yesterday, when she first met them, it wasn't the best meeting. Of course, her first meeting either way wasn't the best one, as it was to find support for Equestria.

As Luna turned a corner, she heard voices from one of the rooms. She looked through the open door and saw around twenty men sitting on benches as one man began giving them orders.

"Upon arriving, you will not be manning your planes," he began. "Until we have an airfield, you are to either help unload the ships or join up with the infantry for the first few fights. Personally, I view you all as weak fighting on the ground. You're better off unloading the ships and showing your true power later on in the skies. Now, get some food in your stomachs and prepare to help unload these ships!"

"Sir, yes sir!" the pilots yelled in unison. They got up and left the room, walking right by Luna as she watched them go, keeping in perfect formation and not one single pilot out of step.

"Professional just like the guard," she muttered to herself, as she went to the next room. While she didn't see any soldiers this time, she found a few men and women messing around with equipment and passing papers around.

" _Must be their intelligence room_ ," Luna thought. More and more, these people were becoming all the stranger, not knowing anything except that they had a strong fleet, men that were trained like their guards, and that they seemed to have a lot of intel.

Before she could reach the stairway, she ended up walking into the mess hall. Soldiers, sailors, and pilots were there eating up their meals. When Luna saw the food, she was shocked. Eggs, bacon, toast, sausage, biscuits, oatmeal, and anything else she saw others eat for breakfast all in one single place. While they had the same set up in the castle, it was strange for her to find it all on this ship.

She looked over to the far end and saw two people by themselves talking over some maps and cups of what looked like tea next to them. Before she could try and see what it was, a cook went up to her.

"Would you like some coffee, ma'am?" he asked, holding a pot with a cup in the other hand.

"Yes please," Luna replied as the cook poured her coffee, allowing Luna to sit down. Just as she did, Sweetie Belle walked over to her.

"What would you like to drink?" Sweetie Belle thought for a minute before deciding.

"Can I have some milk please?" she asked. The cook nodded and left to get Sweetie Belle her drink. As they waited, they heard voices over to where the two people Luna was about to go talk to were sitting at.

"The frontline is still holding, but they can't advance without more manpower," one of them said. "We deployed one of the largest forces ever for this operation from all corners of the empire and even troops like me, but even then, we seem to have made people angry with the number of soldiers."

"I know," the other one said. "We broke the so called laws of nature and physics to do this. I'm amazed we were even able to get the amount of men on these ships that we could. Most are still back home waiting for the transports to return. We also can't forget the docks won't have the room for the entire landing force, so only a few groups of each army can go to the front at a time."

"I wonder what they're talking about," Sweetie mentioned. Before Luna could say anything, the cook returned with Sweetie's milk and two plates of fruit.

"Start the day with something healthy and your day will be fine," he said. "Now, would you two like anything else to eat?"

"No, this fruit is fine," Luna said, Sweetie nodding her head in agreement. As the cook left, the two finished their meal in silence, listening to the conversations by everyone else in the mess hall.

As Luna finished, the cook returned to take away her plate.

"Since you need to be on the bridge," he began. "You can go ahead on up. I'll escort your friend there when she's done." Luna nodded and left for the bridge.

When she arrived outside the bridge, two soldiers were there standing guard. Both wearing blue uniforms, but different hats. One had a hat that seemed to curve in the back, while another had a large hat that seemed to almost be like feathers at a distance.

As she walked into the room, Admiral Aang was there waiting with some of the crew. This time, there were some wearing grey. Luna found it strange that the Imperial forces wore both blue and grey uniforms. " _I thought an Empire would all wear the same uniform, or have armor to wear_."

"The Emperor woke a few hours ago," said Aang. "As long as he woke up in a better mood, I think we'll live." Aang laughed, remembering the times a few sailors had woke up up when he was in a bad mood. They lost a lot of good sailors that were either sent to the boiler rooms or thrown overboard. Good news, those sailors that were thrown overboard were brought back onto the ships and back to duty within a few days. They were also lucky it was on smaller ships when it happened. "Last I heard, he was eating breakfast with Yuri."

Just as he finished, a man with red hair and glasses walked in. He had on a crisp dark blue uniform with what looked to be an officer's hat. Luna was in awe by the presence the man had just by being in the same room. "Morning, Matthew," said Aang as he and the others on the bridge saluted him.

"Morning," the Emperor replied, his voice still showing signs of tiredness, saluted back in the same manner. Luna was confused that they would salute instead of bow and made another mental note to get as much info out of these Imperials as possible.

When Matthew looked at Luna a smirk began to make its way across his face. "Cheating on Katara, are we?" the Emperor implied in a sneaky way. Aang's face went into complete shock, which sent the Emperor into a laugh. Luna couldn't help but to join in. Pretty soon, the entire crew on the bridge began laughing at the Admiral's expense. After a few minutes of laughter, the mood went to serious.

"Allow me to present his Imperial Majesty, Emperor Matthew Cunningham of the Imperial Empire." Aang introduced.

"I am Princess Luna. I'm one of the four rulers of Equestria," Luna said, as she introduced herself. Matthew's eyebrows rose sharply as he straightened up. This was perhaps a very unorthodox meeting with a foreign power, but that was no excuse to slouch like a drunk.

"Last time I was there I only got to meet Celestia and Discord," he said. "Sorry I never got to meet such a lovely young lady such as yourself when I was there." He finished as took off his hat and gave a gentlemanly bow. Luna began to get a tinge of pink on her cheeks from the gesture, comment, and something she couldn't describe.

" _I just met this guy and I'm already blushing around him_ " Luna thought. " _He doesn't look like an Emperor. However, he does have a dark blue cloak like mine in addition to his regular officer uniform. He has an Aura about him that commands respect but at the same time manages to have a kind heart_." Fortunately for her, Matthew didn't notice her blushing. " _Remember, keep professional and don't let any sort of feelings get in my way. Last time I did that, it caused nothing but pain_."Luna bowed in return as she would normally do for any other Royal she met.

"The pleasure is all mine," Luna replied. "Sorry I never got to meet you in person. Celestia spoke highly of you and your men." Before Matthew could say anything, Aang then interrupted.

"One of her friends was taken captive by the Lennex Empire," he began. "Apparently, that person has Dragon DNA thanks to the Knights."

"So they were able to succeed after all," Matthew said, his voice low as if he had failed.

"Apparently so, sir," Aang replied, his voice the same volume as the Emperor's. "You had better explain everything about it to us." Luna nodded and began to explain.

After Luna explained everything that happened, Matthew went outside the bridge. Luna watched him leave before turning to Aang.

"Why does he seem to be conflicted?" she asked. "His heart seems to be divided on what to do."

"It would be better if he explained it," Aang replied. Sweetie Belle walked in just as Aang finished.

"Let's go outside and talk with the Emperor," Luna suggested. They followed where the Emperor had left and found him looking towards the front of the ship outside.

'This will help us hide from the Lennex Air Force' Matthew thought to himself. He knew that the Imperial Royal Air Force could outfly and outshoot their Lennex counterparts, but he wanted to make sure they didn't get hit. After the attack on the Imperial West Coast Defense Fleet, he was more careful with protecting the Imperial fleets. He soon heard footsteps and looked to his left. Luna was there with a teenage girl. She had pink and purple hair with pale skin. Matthew also took note of the red in her eyes, like she had been crying.

"This is Sweetie Belle, Spike's girlfriend. She already knows about his other part," Luna told him. He was glad to hear that the young boy found someone who didn't care about the nonhuman part of him. When Matthew saw Sweetie Belle crying, he bent down to her level and told her something that helped cheer her up.

"I swear on my title of Imperial Emperor and my life, we will get your boyfriend back," he told her. Sweetie Belle sniffled, desperately holding back the urge to hug the man, but managed a stuttered 'thank you'. Luna also felt a pride in her chest at his words.

'This man is a lot nicer than any other ruler I've met.' When the Matthew stood up, Luna walked up to him and hugged him.

"Thanks," she told him. Matthew was caught off guard by the hug, but returned it. Luna decided to ask about one of the things that had bothered her. "Why do you seem to be happy with all this fog?" she asked. Matthew looked at Luna in surprise.

'How did she know I was happy about the fog?'

"A few weeks ago, one of our fleets was attacked. No one had time to prepare and we lost a large number of ships that day. The one that really gets everyone is the IES Freedom. All of her 2,000 crew perished in the attack. This fog allows us to hide and not get hit like that again," he told her. Luna felt horrified for the losses.

"How many of your forces were lost that day?" she asked. Matthew's face went hard and his voice cold when he replied.

"7,534 brave men and women were lost." Luna and Sweetie Belle were shocked. "Forty ships lost and sixty damaged. We also lost one hundred aircraft and some four hundred civilians were killed as well," he finished. Matthew looked away from the two. Luna walked up to him and saw some tears roll down his cheeks.

'He feels responsible for those people.' She put a hand on his shoulder, causing Matthew to look over. He saw Luna giving his a small smile, which he returned. When Matthew looked out to the sea again, he noticed the fog beginning to lift. Matthew noticed a sailor going into the bridge.

"Private, go below deck and sound general quarters to wake those who are asleep on the job again!" Matthew ordered. The sailor saluted as he replied.

"Right away, Emperor!" Matthew turned to the bridge where Aang was waiting.

"Aang, order all hands to their stations!" he yelled. The Emperor looked out to the front of the ship with Sweetie Belle and Luna. When the fog lifted, the two were shocked at the size of the Imperial Fleet. "Over 8,000 ships are in this fleet," The Emperor told them "From wooden ships to the massive Battleships like the one to our right." When the two looked to the right, their mouths dropped. The ship had twenty one large twenty inch guns and many more smaller ones.

Matthew went back inside the bridge as Luna and Sweetie Belle continued to admire the size of the fleet. After seeing all these ships, Luna had one thought in her head.

' _The Lennex Empire will not win this fight._ ' Sweetie Belle however, had a much different thought.

' _I'm coming for you Spike. Just hang on_ '.


	2. Arrival in Equestria

The fog had fully lifted by the time the first Imperial ships arrived at the docks. While normally a warship would land first, Las Pegasus was still held by Equestria, allowing the transports to land the first groups of men ashore. Men wearing white armor walked off the boats, their weapons at the ready for any attack.

Many of the civilians watched as these men began to form a small line at the docks as a massive ship entered the harbor, a smaller ship pulling alongside.

"It appears the _Liberty_ is too big for the docks," Aang said. "The _Bullet_ will take you all to shore. We didn't except the harbor to be so small."

"I was in Fillydelphia before," Matthew began. "We had to row ashore after the _Black Death_ was damaged in that storm. Ports are more suited for the smaller warships or cargo ships anyhow. They're not our harbors."

"And just what do you mean by that?" Luna asked, tapping her foot.

"I mean, that the number of Imperial Ships and the size of many of these won't fit in the harbor," Matthew explained. "This fleet was stationed in different harbors or already out at sea when the order came to move. Even we can't place an entire fleet in a single city."

"Then how did an entire fleet get destroyed?" Luna asked. When he said a fleet was hit, she had thought it was an entire fleet, but now she wasn't so sure.

"It was the main group of the fleet," Aang answered. "The fleet itself was divided into five groups. The main group was what got hit and almost wiped out."

"Not to interrupt anything," one of the officers began. "But we really should get onboard the _Bullet_ and head for the harbor."

"Right," Matthew said. "Aang, have the supply ships begin docking as soon as we finish making sure the city is safe. I don't want any Lennex planes coming in as we unload." Matthew walked down the ramp towards the smaller ship as Luna and Sweetie Belle followed.

When he arrived, the captain and a few of the officers were waiting to receive their orders.

"Ready when you are, sir!" he exclaimed.

"Full speed to the docks," Matthew ordered. The captain nodded and went to the helm with the others. The ships began moving into the harbor as other small ships began leaving after dropping off the spearhead of the landing forces.

As the _Bullet_ began mooring at the docks, a band gathered and began to play just as the Emperor was walking down the gangplank.

After the band finished playing, the Imperial forces got to work unloading. Trains were being lowered from the transport ships and placed on the tracks. The whole landing port was a buzz of activity. More soldiers were marching from the boats and grabbing crates, weapons, and ammo to place them on the train.

Luna was looking around and saw her sister walking towards her. Celestia was wearing her usual white royal dress that she wore everyday. Her face was that of relief for her sister and Equestria. Relief that Luna was alive. Relief that Equestria now stood a higher chance in the coming battle.

"I'm glad you're alright, Luna," she said. Matthew soon walked up to the two of them.

"Good to see you again, Celestia," he said. "How are things going, besides this whole mess that just happened?"

"Likewise," she replied. "I wish I could say things are good. From what I've seen, Equestria was hit by surprise without a declaration of war."

"Happened to us as well," Matthew explained. "We were able to secure a peace agreement, but lost some territory. A few months later, one of our fleets was hit with some of our best ships sunk or damaged."

"Talk about strange," Celestia commented. "Our fleet was hit as well," Cadance soon walked up to the three. "Allow me to introduce our niece, Princess Mi Amore Cadenza."

"Princess Cadance is just fine," Cadance replied. "I never did like my full name. I lead the Crystal Empire with my husband, Shining Armor. He's in charge of the Royal Guard.

"If you don't mind me asking," Matthew began. "Where is the guard? I would've thought that they would've been here to guard the city."

"Shining and the captains took them towards Ponyville to halt the Lennex advance," Celestia said. "We're hoping to stop them there before they move any further. Last we heard, they made camp for the night."

"So, your forces tried to counterattack the Lennex Empire?" Matthew asked, his right eyebrow rising.

"That's not a problem, is it?" Cadance asked.

"No," Matthew replied. "I just find it surprising after what I heard."

Before anyone else could say anything another young woman walked up.

"Allow me to introduce, Princess Twilight Sparkle," said Luna. Matthew bowed to Twilight. Just then, an Imperial general with blond hair and blue eyes walked up. With him was a woman with brown hair and chestnut colored eyes. Celestia knew who those two were and let Matthew introduce them to the other three.

"This is my second-in-command, General, Takeru Takashi. We just call him, TK. And with him, is his wife, Hikari Takashi. Call her Kari."

As soon as he finished, a crash was heard behind him.

"Please tell me it wasn't those two again," TK said, shaking his head.

"I'll be right back," Matthew said, turning around to where the noise came from. The others watched as he went to two soldiers that were blaming each other for the mess. Luna recognized them as the same soldiers she saw back on the ship she was on when she first arrived in the Imperial Empire. They watched as the two soldiers began backing away from their Emperor, as he walked over them them very slowly. Just as they turned to run, one of them was grabbed and thrown into the harbor. They other one looked at the Emperor, before jumping into the harbor himself.

Matthew smiled and walked back to the group, the Equestrians just looking at him like he was crazy.

"You know those two will never learn," TK mentioned. "No matter what happens, they'll be back to their old selves."

"I know," Matthew replied. "But it is fun when they save me the trouble of dealing with them."

"That was cruel," Twilight said. "You could've done something else to get them to stop!"

"Those two have been nothing but trouble for us ever since they joined up," a man in white armor said as he walked over.

"This is Yuri," Matthew introduced. "He's second in command of the Emperor's Guard."

"A pleasure to meet you, general," Celestia said.

"Please, I'm no general," Yuri replied. "I hold the rank of captain. I'm just here to inform everyone that the first two trains are ready." As Yuri began to walk away, he felt a hand on his shoulder.

"And where do you think you're going?" Matthew asked. "You get yourself to the first engine right now. You and I are driving that one."

Yuri grumbled as he began walking towards the first engine, followed by Matthew. TK walked off to the second train as it was being placed into position for the advance.

Celestia, Twilight, and Cadance went to the second train as Luna went to the first to help guide them towards Ponyville."

When Luna saw the engine, she was in awe that this machine would be pulling this large military train. The engine had four small wheels up front, with four large wheels behind. A large funnel helped to regulate built-up steam pressure. The cab was small and open. In the tender was a large amount of wood, which Luna assumed was the fuel for the engine. They climbed into the cab of the locomotive. Sweetie Belle soon climbed in with three other girls her age.

"These are my friends," she began, "Applebloom, Scootaloo, and Babs Seed." Luna explained that Babs was the one who saw the first of their cities to come under attack. She also lost her parents when that happened. Matthew could tell that Babs became upset when her parents were mentioned and kept quiet out of respect.

Just then, they heard the conductor's whistle and started the engine. The man with the white armor began to throw wood into the firebox of the engine as Matthew took the controls. The train moved out of the city and into the Equestrian mainland. The Battle for Equestria was about to begin.


	3. Opening Fight

The Imperial Military train drove through the countryside. Some of the small towns were shocked at the size of the train. Princess Luna was standing in the open part of the cab so people could see that these soldiers were here to help. Many of the citizens began to cheer at the Imperial troops as they rode through their town.

"If you don't mind, I have some questions for you two," Luna began.

"Alright, shoot," Matthew replied.

"First, how can you all have all those numbers when no other army could ever support that many troops?"

"Large empire, and not all of our forces are regular people. Some, like Yuri here, are clones."

"Next question, how can that army fit in this train?"

"Actually, there's more than one train pulling this force. That, and most of the forces are still at the docks," Yuri answered.

"Why are there five types uniforms?"

"More than five. You've just seen the main ones, but to answer part of the question, wars can get confusing when soldiers wear the same outfit."

"What do you mean?" Luna asked.

"We had a civil war a few years ago, so it was better for both sides to not wear the same uniform," Matthew explained, remembering when he was wearing his blue uniform while some of his staff wore gray.

"Why are you driving the train and not riding in a royal coach or something?" Before Matthew could reply, the radio in the cab went on.

"Sir, Lennex planes incoming!" When they looked out, they saw five Lennex fighters come in and begin firing at the Royal coach a few cars back, before turning back for home.

"That answer the question?" Matthew asked. Luna nodded, realizing that anyone in those type of coaches were targeted all the time. "Here they come again!" The Lennex planes arrived once more and began to shoot at the coach again, before turning to the next train, doing the same. Imperial infantry scrambled to the top of the cars and began firing back, one bullet hitting a pilot and causing the plane to spiral out of control and crash near the tracks.

After around two hours, The Imperial forces arrived outside what looked to be a large Apple Orchard. What caused them to stop was a warning of sort. When Matthew saw it, let's just say that he was about to throw up. Hanging from a tree was one of the Royal Guards, his body cut up and looked to be beaten. His fingers and toes were gone and he had nails deep in his body. Luna looked away from the sight as Apple Bloom looked around and realized where they were.

"This is mah family's Apple Orchard!" she exclaimed. Matthew walked up to the body and read a sign hanging from his neck.

"'This is a warning to all who oppose the might of the Lennex Empire,'" he read. He turned to the officer that was with him in the cab and gave the order. "Get the advance group of the Emperor's Guard ready to move out!" he ordered. TK walked up to Matthew and saw the warning. "I'll take a group of men and hit their flank. When the shooting begins, I want you to bring the rest of the forces up the road," he finished.

"Just like the last two times?" he asked with a smirk.

"Just like the last two times," the Emperor replied with a smirk. The doors to the cars opened as men began to jump out onto the ground, making sure they had all their weapons before forming up in their lines. Matthew mounted his horse, Classie, and rode to the front of the men that had just unloaded from the train that would be going with him into this battle.

"Men, today we show the Lennex Empire what happens when they attack a peaceful people. This warning will not scare us. Remember your brothers fighting on the frontlines. Remember the Freedom and all the brothers we lost that day. Vive l'Empire Imperial!" he yelled. The reply from the soldiers was a thunderous cheer.

"Let's get 'em!" "I lost my friend on the Freedom! I want payback!" " I'll take them all on by myself!" were some of the yells that came from the Imperial soldiers. The amount of hatred coming from them sent shivers down the spines of the others.

'These men are out for blood,' thought Luna. After the yelling had died down, the soldiers began to form up for battle. One million Imperial soldiers were ready for the upcoming fight. Luna got on her horse and rode up to the Emperor. "I'll be going with you," she said. Celestia tried to talk her out of it, but Luna was determined to go.

As the light of day was beginning to fade, Matthew gave the order to move out. They marched for another ten minutes before they got ready for the attack.

"Jake, move your group over the hill," he said. Imperial troops began to move quickly and quietly up the hill. When the first group of men was over the ridge, a large yell rose from the Imperial forces. The Lennex soldiers standing guard looked at the ridge and saw the Imperial troops coming right for them. They dropped everything they had and ran into the camp.

"They're coming, get your muskets!" yelled one of the Lennex soldiers. Some of them looked at what they were running from and saw the Imperial forces heading right for them. More of the Lennex soldiers ran.

"Let's get out of here!" yelled another. Imperial forces ran by the abandoned cannons and into the camp. A group of thirty Lennex soldiers were getting into a line to fight. Before they could fire, the same number of Imperial soldiers did the same.

"Ready, Fire!" ordered an officer. With more accurate muskets, the Imperials were able to hit more targets than their Lennex counterparts, who had to get up closer to have the same effect. Twenty of the Lennex soldiers were killed while the remaining ten ran.

"You can't get away from us!" yelled an Imperial soldier. Imperial forces chased them through the camp. Some places turned into a massive melee fight. Fifteen Lennex soldiers were able to get a shot off before running into the main part of the camp. When the Lennex soldiers were waking up, they heard the sounds of a battle. When another group tried to form up, many of them were killed and the rest ran away with Imperial soldiers right behind them. Three Lennex cannons were beginning to get turned around in a last ditch effort. Two of them were able to fire off their canister shots, killing multiple Imperial infantry, while the third, as soon as it was primed to fire, had its crew shot. As the smoke from the muskets began to cover them, the Imperial forces ran forward and over the small barricade that was placed for it.

"Let's go, press on!" yelled the flag carrier. As one of the Lennex officers walked out of his tent, an Imperial soldier ran up and hit him with the stock of his gun, knocking him onto the table, before the soldier ran forward, following his regiment's flag.

Two young women walked out of the tent just as Luna was riding up.

"Pinkie Pie! Rarity!" Luna exclaimed. "What happened?"

"We went with the Guard to try and help protect our homes," Rarity said. "We were taken captive right after arriving." Before Rarity could continue, Pinkie interrupted.

"They're going to hurt Big Mac and Fluttershy!" she yelled. A group of Lennex soldiers were walking to the two in question before six Imperial soldiers ran up.

"Line up right here!" the lead soldier ordered. "Ready, fire!" all six fired into the backs of the Lennex soldiers, causing them to collapse in front of Big Mac and Fluttershy. "Let's move!" The soldiers continued the advance, determined to keep up with the lead group.

"Are those people the help you found?" Pinkie asked, as they all ran to keep up with the attacking Imperials.

"Yes, they are," Luna replied. "More are coming down the road and will meet up with these forces." They all neared the Apple House as Imperial and Lennex infantry were fighting for control of both the house and the barn. A Lennex cannon was aiming right for Princess Luna as Imperial cavalry raced forward, cutting down the cannon's crew just as the officer was about ready to give the order to fire.

"Into the breach, men!" one of the officers commanded, as his men rushed into the house through a gap in the fighting. The soldiers kicked down the door and rushed in as another group ran into the barn.

They heard the gallop of horses as the Imperial main officers raced towards the road, pistols drawn. As the Lennex infantry took aim, the Imperial officers aimed their pistols, firing as they continued to ride towards the enemy. As they rode by, the Emperor gave his order to the men.

"Push On! Push on!" he yelled to his troops. The remaining Lennex soldiers, realizing which Imperial army they were facing, ran to the nearby town, leaving the Imperial forces in control of the Orchard, but at the cost of around two-hundred fifty Imperial infantry. This fight was soon known as the Skirmish of Sweet Apple Acres. The opening move to the Battle of Ponyville.


	4. Resting and Planning

With the Skirmish of Sweet Apple Acres over, Matthew got off his horse to observe the battle. Bodies of Imperial and Lennex soldiers laid everywhere as the stench of death could be smelled for miles. Luna walked up to him with a look of confusion.

"Is this how your wars are fought?" she asked. While Celestia and her were used to warfare, it was mostly fought by the Royal Guards in small quick battles, never on the scale between the Imperial and Lennex forces.

"I'm afraid so," Matthew answered. "After the first several battles, it gets easier to tolerate."

Before Luna could reply, the sound of fifes and drums could be heard in the distance. Along the road, the lead group of the Imperial reinforcements marched in perfect formation, never missing a step to the beat of the drums. The regimental flags continued to fly as the wind allowed for them to be seen in full view.

"Battalion, halt!" the officer yelled as the entire column stopped marching and stood in perfect attention. TK rode up to the front of the group and dismounted with his officers.

"You leave me in charge of the reinforcements, but when I get here, you've already beaten them back. Why does that sound familiar?" TK said, sarcasm dripping from his voice. Matthew just stood there, eyes moving as he began whistling with an innocent look on his face. Luna could not help but to laugh at the two. From what she heard, they were like two brothers more than father and son. Celestia walked up to the three.

"Do I want to know?" she asked. The three looked at each other before smiling.

"No," they answered, a mischievous look on their faces. Twilight and Cadance walked up and wondered what was happening. But the shouts of an imperial soldier stopped them from asking.

"Emperor Cunningham, we have a situation!"

"On my way, Tim," Matthew replied. He walked to the barn and found the missing Royal Guard among a group people as well. "Looks like we found the Equestrian army." Matthew approached the soldier who looked to be the officer. "Are you in charge?"

"Yes, sir," he replied. "My name is Shining Armor, Prince of the Crystal Empire."

"We heard that you were leading your men to recapture the nearby town. What happened?"

"We were ambushed before we could attack. One of us was killed and taken away, but the rest of us were-" Shining stopped there. From what Matthew could tell, he knew what had happened. The Equestrian army was beaten and subjected to some things that he tried to get out of his head. Their injuries ranged from beaten faces, to missing limbs. Matthew helped Shining to his feet and then moved to the guard next to him. Twilight and Cadance walked in and almost collapsed at the sight of Shining. They led him out just as Matthew helped the next guard up. When Twilight turned around, tears formed in her eyes as her body almost gave out.

"Flash!" she ran to the two and helped Flash out of the barn. More Imperial soldiers arrived to help bring the Equestrian army and the others outside. Celestia and Luna were relieved that their forces were alive, but when they saw the state they were in, Luna ran to the fence and let her lunch go. Matthew looked at the sky and made his decision on what to do next.

"Start setting up the tents and roll out the mats!" he shouted. He turned to the officer wearing white armor. "Yuri, your job is to ride to the top of the hill and scout out the defenses."

"Yes, sir," Yuri replied. As he rode off, a group of soldiers were working to get a shed open.

"What are you men doing?" TK asked as he walked over.

"We were told that there were weapons in this shed," the lieutenant said. TK brought out his sword and swung it on the lock, knocking it off the door, allowing the soldiers to open the door.

Inside were a stache of the Royal Guards weapons. Matchlock muskets and spears were stacked in the shed into a massive pile. TK picked up one of the matchlocks and brought it outside. He took aim at a nearby tree and fired, the bullet hitting the ground.

"I can't believe this thing was even loaded," he said as he sat it back down in the pile and walked over to Matthew.

"Something going on, General?" Matthew asked

"We found the Equestrian weapons," TK replied. "They were primed for battle so it seemed that they were prepared to fight, but from what we were told, well…" TK trailed off as he and Matthew understood what happened.

Before they could do anything, an elderly woman walked over to them.

"Thank you for freeing us," she said. Matthew gave a small smile in return.

"You're welcome," he looked around, trying to figure out where to place his tent when the woman interrupted him.

"You and your officers will stay in our farm house. I won't take no for an answer." She said as TK opened his mouth to protest. Two of the soldiers laughed at how easily their Emperor and second-in-command was defeated by an old woman. Matthew turned to them and they stopped. Yuri returned with the info a few minutes later with a hand drawn map of the surrounding area.

"From what I saw, there are at least three or four lines of defenses," he began. "The first is a small trench meant to funnel us into a killing ground. The second would be the town itself. The third line is another trench around town hall with a small creek in front of it. The last line is a small stone wall on the other side of town." Matthew looked at the map.

"Looks like we have no choice but to launch a head-on attack," Matthew said. "Unless we outflank them and surround them. We can make sure they won't get away from us this time." He turned to Yuri. "Which force are we fighting?"

"Their 24th Corps," Yuri replied. "Same corps that slaughtered the sixth militia group."

"Remember," Matthew said. "We got revenge on them weeks later when we took out the bulk of that corps."

"Which means we're fighting the remnants," TK summed up. "This is a good opportunity to get to finally wipe them out for good."

"I agree," Yuri said. "This battle will provide a unique chance that we don't always get."

"First thing to do is to get a plan ready," Matthew said. The three of them walked into the farmhouse as Celestia and Luna were waiting on them.

"We have some food being prepared for you all at this moment," Celestia said. "It may not be Imperial food, but it's some of the best that Ponyville has." As they walked inside, they found the rest of the Imperial staff sitting at the table.

"If it would be alright," TK began. "We would like to talk about what we're going to do next before we eat. If we could have some privacy?"

"It's alright," Luna replied. "The ones here are trustworthy. You'll be fine."

"Very well," Yuri said. The five sat down as Yuri placed the maps at the center of the table.

"We plan to surround Ponyville and make sure the Lennex forces can't escape, so here's my plan. The Patten's will go around and hit the rear. The 2nd Army will hit their right while elements of the Imperial Marines hit their left. The Emperor's Guard, 1st Army, and Guardian Force will assault the front. We'll be fighting the remnants of their 24th Corps, so be prepared for a rough battle" He turned to his officers. "Any questions?"

"No, sir," they replied.

"What about us?" Twilight asked. "We can help."

"For now," General Potter, the 5th army commander said, "Just keep out of it. We know that you want to help, but leave this fight to us. It's somewhat personal anyhow."

"But," Twilight wanted to speak out, but Cadance placed a hand on her shoulder.

"We'll be fine, Twilight," she said. "Remember, we tried and now it's their turn. We'll be needed more later on or if they need help tomorrow."

Twilight nodded and sat down.

Just as Yuri placed the maps back into his bag, the food was being brought into the room.

"Apple Bloom, who's this you brought in?" asked another young woman with blonde hair and green eyes.

"My boyfriend, Pip," she said, eliciting a few twitched eyes. Pip looked around at Apple Bloom's family and saw one member get up from the table. He braced himself for a beat down, but was surprised to feel a hand on his shoulder. He looked up and saw Big Mac smiling.

"Take care of her," he simply said. Pip nodded and everyone went back to his or her food. After the salads came the main course of mouth-watering ham, mashed potatoes, and green beans. The elderly woman, whom the Imperial leaders now knew as Granny Smith, went into the kitchen and brought out ice cream and apple pie for dessert. After dinner, everyone went to walk around the house. Sweetie Belle was looking out a window when Matthew walked up to her.

"What's wrong?" he asked.

"It's just not fair," Sweetie Belle muttered. "Apple Bloom get's to spend time with her boyfriend while mine's suffering. It's just not fair." Tears began to flow freely from her eyes as she sobbed into her legs. Matthew put a hand on her shoulder.

"Like I said on the Liberty, we'll get him back," he assured her. Unlike on the Liberty, Sweetie threw her arms around him.

"Thank you," she said, the tears calming down as she began to smile as she moved away.

"You never did tell me what your boyfriend was like," he said. Sweetie Belle's face began to heat up as she began her explanation.

"He's kind, smart, funny, really handsome, his green hair makes me want to run my hands through it, and-and, oh, Spike," she trailed off. When she realized what she did, Matthew had a tiny smirk on his face.

"You really love him, don't you?"

"Yes, more than anything," Sweetie replied.

"You can tell he'll keep that promise, Sweetie Belle," explained Luna as she walked in. "You should also know that you've seen this man before," She was confused after that.

"What do you mean?" she asked. Luna just gave her a smile.

"The Canterlot Statue Gardens," Luna explained. "The same statue that Spike kept talking about." Sweetie Belle's mouth dropped when she heard this.

"You're the hero in the statue?" she asked Matthew. He nodded his head.

"I wouldn't say hero," he said. "I was just a regular officer. 13,000 men were under my command at the beginning. TK was there as a drummer. Out of all those men, only 20 are left, not counting TK," he explained.

"Can you tell me more?" Sweetie Belle asked. Her eyes began to water as her bottom lip quivered in her usual puppy dog look. He just shook his head.

"Another day," he said. "Time for you to get to bed, anyhow". Sweetie nodded and went to her sister's room.

"She's not going to forget you said that," she said.

"I know. That is why I said another day. I understand that something happened between you and your sister?"

"I was jealous of the fact she was more popular than me. They loved her because she was the oldest. I was a no one. Every day, our parents would always say how special she was. One day, the jealousy became too much and darkness began to overtake me. It caused me to turn against Celestia and nearly ruined the whole nation because of the powers I had. When my sister finally won, I was afraid she would kill me. Instead, she had me live here in Ponyville for a few years to help clear my head, and it certainly worked wonderfully after some time. It was during those months that we got word about the bandits that you dispatched. That's why I wasn't there during the meeting," she explained. Luna felt a hand on her shoulder. She turned and saw Matthew give her a small smile to help her calm down.

"Looks like we've both had hard pasts. I had to lead a rebellion against my cousin because of what he was doing. Back then, I was reckless, so I was always on the move. That fight you saw today? Three times, we have used that tactic, and all three times it has worked. However, that fight against my cousin took a toll on me. I lost my so-called fiancée and a large number of people I came to respect," Matthew told her.

"How did you deal with it?" Luna asked.

"I just remember that the empire needed someone to help it and gave up many of the old things I loved to help it," Matthew replied.

Just as Luna was about to reply, Yuri walked in.

"Pardon the intrusion, sir," he said. "But it's late and we all need our sleep for tomorrow."

"Alright, Yuri," Matthew said. As Yuri left, Matthew brought out a small sleeping bag and laid it near one of the walls just as Luna walked over to him.

"There's not a lot of room, so I'll be staying in here. I brought my own sleeping bag and I'll stay on the other end of the room," she said. After the sleeping bags were laid out, Luna walked up to Matthew and kissed him on the cheek causing him to blush. "That's my way of saying thanks for listening and coming to help us." The two went into their sleeping bags and dozed off. Tomorrow would be one of the largest battles of the Second Imperial-Lennex War.


	5. Battle of Ponyville

The next morning was a buzz of activity. Imperial troops were waking up and heading for breakfast. The cooks prepared eggs, bacon, biscuits, and different drinks for the men and women of the Allied armies. Matthew had just walked outside when he heard a voice.

"Matthew, over here!" He turned to his right and saw TK waiting for him with Shining Armor and Flash Sentry. Matthew walked over to them to see what was up. "Saved you a seat," TK told him. He sat down just as his breakfast was handed to him. One difference between the Emperor and his forces, is that he always had a lot of bacon on his plate.

"What is up with you and bacon?" Shining asked.

"He's been like this since I met him," TK answered. The four shared a laugh before a new voice interrupted them.

"May we join you?" the four turned and saw Luna, Sweetie Belle, Apple Bloom, Scootaloo, Babs Seed, and three others that TK and Matthew didn't know.

"Of course," said Flash. The eight joined them and were handed some food.

"These three are Doctor Whooves, Derpy Hooves, and her daughter Dinky," Luna told them.

"The Doctor partially informed us about the Imperial Empire's founding all the way up to today." Before Matthew or TK could ask, Doctor Whooves spoke up.

"The reason I know is because I'm somewhat of a time traveler. I was there when your nation had just begun the fight," he explained. "I was one of the militia soldiers during the fight that was injured. I left for my time machine and travelled forward a few years later to find a brand new nation. I kept on time travelling to different eras of your countries time to discover rulers that were cruel and put down by force or other means. The last time I was there, I was at the capital when a massive battle broke out between Rebels and what was left of the Imperial Army." As soon as he said that, Matthew and TK exchanged glances at each other. Matthew turned to Doctor Whooves and spoke.

"That fight you saw was the final battle of the Imperial Civil War. I was one of the Rebel generals in that fight," Matthew explained.

* * *

 _"I was leading the charge on the palace itself while others captured the rest of the city"._

 _"We need to keep moving, lads!" The fighting became intense with each house and street. We arrived at the palace to discover the current Emperor after my cousin was killed ordering his men to kill a group of soldiers that were running. We charged the palace and got rid of him, but the cost of life of both sides was not something I was proud of. We were able to rebuild and reform the nation into what we are now, but that war is one that still haunts the empire._

* * *

"So, that war is what led you to become Emperor?" Asked Apple Bloom.

"That would be correct," Matthew replied. The twelve finished eating just as a rider came up to them.

"The Lennex Empire is prepared for our attack! We've been betrayed!" When everyone heard this, both armies began to panic. Celestia walked over to one of her generals.

"Did you spy on the Imperial plans?" She asked. The general just shook his head. Matthew pulled out his maps to begin a new plan.

"Looks like now the only way to attack is head-on into the killing fields," TK interrupted him.

"Our tanks just arrived right before you got up," he said. "We could use them for this attack." Matthew looked around and saw the tanks of the 1st, 2nd, 3rd, and The Emperor's Guard in different parts of the orchards and fields. He turned to TK and gave his order.

"Have everyone mount a tank if they can. The heavy artillery will attack while we move."

"Yes, Pops," Matthew gave TK and evil look after he called him that.

As the Imperial cannons were brought up on the hill, the 32nd Infantry of the 3rd Army began moving to the crest of the hill, as to protect the cannons from infantry attacks. The crews ran forward as the guns were brought in by horse in front of the infantry group. Thirty cannons began deploying as heavier Imperial guns were being set up on the other side of Sweet Apple Acres, all prepared to level the Lennex forces in the town. One of the artillery officers walked by the cannons, giving his orders.

"Counter battery fire!" he yelled. "800 yards! Shell, five second fuse!" As he finished, fifteen of the cannons opened up, the shells falling on the Lennex trench outside the town, causing many defenders to begin to scatter.

"Counter battery fire!" Another officer shouted. "800 yards! Shell, five inch, five second fuse!" Just as before, the remaining guns also opened fire, this time either hitting the Lennex trench or exploding in mid air. Both Celestia and Luna watched on as the crews began reloading, trying to get their next volley ready before the Lennex artillery could return fire.

"Fire mission battery," the nearby radio op said. "5,3,8,11,9,3, over!"

"Copy that," the voice on the radio replied. The earth shook as the heavy guns further back began firing, the shells flying over the heads of the Imperial troops, smoke trailing behind them as they landed right on the trenches and the artillery in the rear, body parts flying in the trenches as the Lennex recruits began running from the line to save themselves. The officers tried to rally them, but the artillery attack was proving too much for them.

Matthew and TK watched from Sweet Apple Acres as the frontline began to collapse from the bombardment, both smiling at the sight of the Lennex troops running, as neither of them got to see it happen in the last war very often.

"Prepare the tanks and infantry," Matthew told his son. "We need to take Ponyville by noon if we can. I want the enemy to know who they're dealing with."

"You got it, dad!" TK replied, as he went to his tank for the battle. Matthew looked at the sight one more time before heading to his tank, talking to himself.

"Our father in Heaven," he began. "My you protect my son and my people this day. If it should come to it, allow me to take the place of any soldier that dies. If today is my last day, I will be ready. Amen."

Unknown to him, both Celestia and Luna had overheard what he said, both unsure of what he was doing. They had never heard of that type of speech, but decided to leave it be until the fight was over, as not to distract them from their job. The first wave of Imperial infantry began moving up the road, keeping in their column of fours until they were near enough to get into their line of battle position.

The Equestrians watched as columns of blue and gray began forming up along the road, their muskets shining bright in the sun.

As the artillery continued pounding the Lennex forces, the tanks crews ended up running into some trouble.

"Sir," one of the crew reported. "Our engine seems to be missing!" The same response came from all the tankers of the Emperor's Guard. They looked at the tanks that were at Sweet Apple Acres and discovered the engines missing from at least twenty tanks.

"How long will it take to get a new engine?" Matthew asked.

"Lucky for us, we have a few supply trucks that arrived with some engines." the driver for Matthew's tank said. "Should only take about two hours to get the tanks operational again."

"Make it one hour." Matthew ordered, wanting to get into the battle as soon as he could.

"Right away, sir." the driver replied. The crew began to take the old engine out as the 1st army moved down the hill towards the town, the drums beating their march. The tanks moved ahead as the infantry began to split up and hide behind them as to keep in cover from any Lennex fire.

Celestia watched as the Imperial troops approached the first defensive line, encountering no resistance due to the artillery barrage. Imperial flags were placed at the first line, signalling the capture of the first objective.

Twilight and Luna watched as new engines were placed into the tanks of the Emperor's Guard. As soon as the engines were in place, the drivers started them up as the crew's got inside the tanks.

As the hatches closed, they began to roll towards that battlefield, the infantry climbing on to ride to the front. Ten infantry were riding on each tank, packed together to keep from falling off as they sped down the dirt road. As they neared the first line, they jumped off and got behind the tanks as more infantry marched down the hill.

Back on the hill overlooking Ponyville, Celestia and Luna were wondering why it seemed very easy until fire began to pour from the windows of the nearby buildings, peppering the tanks but doing no damage. The infantry ran for cover as two tanks inched forward and began to fire back with their machine guns.

"Why aren't they moving forward?" Flash asked. "They have good protection from what I see."

"I don't know either, Colonel Sentry," Shining replied. "We better get down there. Whether they want our help or not, we need to get some answers." The two ran down the hill as Twilight and Cadance yelled for them to come back. They ran after them as Celestia and Luna watched.

"We've got to stop them," Luna said as the two of them ran down the hill. The Royal Guard rushed in as well to protect the princesses.

Eventually, they made it to the main two tanks as the soldiers continued to hide behind them.

"What's going on?" Shining asked.

"We're waiting for the tanks to move," the Sgt. said. "The machine guns got us pinned."

"Is there anyway to get these things moving?" Celestia asked. Luna ran over to the tank on the left and knocked on the top hatch. The door opened up as Matthew looked outside.

"What's going on?" he asked. Before Luna could reply, Lennex machine guns opened up and started to hit near Matthew as he ducked back down into the tank. Luna hid behind the turret as the bullets went over her head. When the guns died down, she got back up and jumped inside the tank.

"You need to get this machine moving!" she commanded.

"We know," the gunner replied.

"This is Heavy Hitter calling Light's Hope," the radio op said. "Do you read?"

"I read you," the radio op in the other tank replied.

"Lennex Machine guns in the building at 11:00 second story," Sgt. Joe. the radio op for the Emperor's tank, said. "Hit that position."

"Copy that,"

"You're going to want to put this on and get to one side," Matthew said as he handed Luna a strange helmet. Luna nodded and did as told.

"Left five degrees," the spotter said. The gunner moved the turret to the designated position as the other tank did the same.

"Fire away!" As soon as the command was given, the gunner pulled the trigger.

Outside the tank, Celestia was arguing with the Sergeant as they heard a loud boom. They looked and saw the tank in front of them toss out a shell as the other tank also fired.

After the machine guns were taken out, the tanks moved forward, continuing to fire off their own machine guns as they drove down the street.

"Move out!" the Sgt. yelled as the men moved up with the tank.

"This is Big Bertha calling Heavy Hitter. Request permission to go around and hit their right."

"Permission granted," Joe said.

"Gunner!" the spotter yelled. "AT gun being set up near the bakery!"

"Roger that," he replied. He turned the turret to face the gun as Light's Hope did the same. Both tanks opened up, knocking the gun out of commission. "Got it!" The tank continued forward, firing off it's machine guns and main cannon at the fortified positions. Matthew stuck his head out of the turret and saw that Lennex forces were forming up around a massive tree that looked like someone's house. He went back into the turret and got on the radio.

"Light's hope, this is Heavy Hitter," he said. "Move towards the tree on the right. Lennex forces are forming up there. Remember, machine guns only on that position. Looks like someone's living there."

"Copy that, Sir!" TK replied.

Twilight watched as the tank on the right began to move towards her home, peppering the Lennex forces with its smaller weapons.

"Flash," she said. "Let's get moving. That's our home there and we will not let it be destroyed." She ran off as Flash gathered some of the Royal Guard to join in. The group made it up to the tank and opened fire with their own weapons. Despite not being very accurate, they were able to pick off a few of the Lennex forces before the tank's main weapon fired on a group of Lennex troops reinforcing the defense.

Just as the Lennex forces were about to charge the 1st Army's tank and Twilight's Guard, another shot hit the position as another strange tank rolled up at full speed, running right by a Lennex fox hole and turning around it, knocking the dirt onto the soldiers and burying them alive.

"This is Iron Hammer," the new tanks radio op said. "Sorry about being late for the party. What do you need for us to do?"

"Help us clear this area out, General Baker," TK replied. Both tanks began to pound the Lennex troops as they moved up with Twilight's Guard and groups of Imperial infantry that began to break down the doors to nearby houses and rush in, taking down the Lennex troops hiding inside.

In the middle street, Heavy Hitter was moving up as Lennex forces tried to stop the tank with no effect. As a Lennex tank began to appear from behind a building, it opened up but the shell ricocheted off to the side, hitting the ground. The Imperial tanks turret turned and fired, hitting the Lennex tank dead on, causing it to explode.

Celestia's Guard, under the command of her new captain, Cold Heart, moved through the nearby alleyways, getting closer to Ponyville Town Hall. They encountered no resistance as most of the Lennex troops were fighting the Imperial forces in the streets.

"Get out there!" Cold Heart yelled. As the first Guard ran out into the open, Lennex forces opened fire on him with their machine guns, cutting right through his armor, killing him. The remaining guards went back to their hiding spot as the were pinned by the fighting.

"FORWARD COMRADES!" a shout came from somewhere in Ponyville.

"FORWARD!"

"DEFEND YOUR EMPIRE!"

"FORWARD!"

"DEATH TO THE LENNEX EMPIRE!"

"HOWRAH!" As the last shout rang, massive numbers of Imperial infantry raced out of the alleys and ran right for town hall, as the Lennex machine guns let rip, trying to stop the Imperial charge. An Imperial standard rushed by the alley where the guard were hiding. As he was about to pass them, Lennex fire killed him. Just as the flag was about to drop, another Imperial soldier grabbed it and continued to run for the small stream.

The rumble of the Imperial tanks could be heard driving right for town hall as the traces of machine guns could be seen flying back and forth. As Cold stuck his head out, he saw the tank speed by as the Lennex troops began to get out of their trench and retreat to the other side, dropping their guns as Imperial infantry raced across the stream into the trench as the tank's main gun fired on the doors to town hall, giving Imperial infantry the chance to race inside. Celestia caught up with her guard just in time to see the Imperial flag fly over Ponyville as Luna walked over after getting out of the tank before the charge.

"How was the ride?" Celestia asked.

"Crowded," Luna replied. "Not much room, but it was well protected." As Celestia was about to comment, a shout from the Imperial soldiers interrupted.

"The Lennex forces are in retreat!" The allies cheered as the town was liberated, giving hope to Equestria that they could survive.


	6. Raid on the Castle

With the Battle of Ponyville over, the Imperial and Equestrian armies began to gather up all the dead and wounded. For the Imperials, the losses totaled to five hundred dead with another seven hundred and fifty injured. The Equestrians took fewer losses. thirty injured and five dead.

Lennex losses were much higher. Even though the allies failed to wipe out the entire corps, they had wiped out much of their forces, leaving only a handful of men left. What was remaining had fled into the forest. While Imperial forces wanted to pursue, they had worn themselves out during the battle. The Royal Guard had refused to pursue, stating that they would never enter that forest.

Luna was walking around Ponyville, viewing the death and destruction in that five hour battle. In only a few days, she had seen more bloodshed than ever before. The worst she had seen was during the Equestrian Civil War between Celestia and her, but now, that conflict seemed to pale in comparison to this.

Before she could walk any further, she was grabbed and pulled into an alley where Cold Heart, Celestia's Captain, was there.

"What do you want?" Luna asked, not wanting to deal with him. For years, he had done nothing but blame her for all the problems in Equestria.

"I want you to tell these foreigners to leave Equestria and let us deal with these invaders ourselves," he said. "You only brought them here so you could take over the Equestrian throne."

"I did no such thing!" Luna exclaimed. While normally it would just be bandit attacks that he would blame her on, now he was accusing her of wanting the throne and using their allies to do so.

Before Luna could say anything else, Cold bought out a knife and cut Luna's arm.

"If you do betray Equestria," he said. "You'll get a lot worse than that." He walked away, further into the shadows of the alley. Before he could get far, Luna threw a rock at the back of his head.

"Do something like that again and I will not show any mercy," Luna replied. Cold just continued walking into the alley.

Luna walked out of the alley, holding her arm close to her as she began to feel faint. She caught herself on a nearby wall, keeping herself as steady as she could.

" _What did he use on me_?" she thought as she entered the street only to see some Imperial officers from the 1st and 2nd army hiding, keeping together to not be spotted.

"What's going on here?" a voice asked. Luna turned and saw Matthew and TK walking towards her. "Why are they hiding?"

"I have no idea," Luna replied, covering the wound as quickly as possible. Before they could go over and ask what was going on, a shout was heard from the other side of Ponyville.

"THOSE PEOPLE RUINED MY HOME!"

The officers that were hiding immediately ran heading to a nearby transport.

"What did those officers do?" TK asked.

"Sounds like they ruined someone's day," Matthew replied. As he was about to walk over to the transport to deal with the officers, Flash and Shining ran up, a look of fear on their faces.

"Princess Twilight's on a rampage," Flash said. "Those Lennex soldiers trashed the library and even ruined all the family photos of her and Spike."

"No wonder those officers were hiding," Luna said. "Twilight does have a pretty bad temper at times and messing with her son is one way to really cause trouble."

"I remember," Flash said. "When the mayor of Manehatten tried to have Spike and Babs placed in custody for causing trouble for a bunch of the rich nobles' children, Twilight really let him have it."

"And I thought that Kari had a bad temper," TK commented. Both he and Matthew shuddered, remembering what they had gone through a few years ago.

"Thank you for not staying in the palace while that was going on," Matthew said. "I was ready to either barricade myself in the war room or get my tent and head for one of the camps and stay after those first few nights. Were you two trying to scare me?"

"No," TK replied. "I really don't blame you for wanting to hide out from it though."

"Alright," Shining interrupted. "I believe we spent enough time talking. Celestia wants all of us at Town Hall to figure out what to do next."

As the five were entering town hall, a group of Imperial soldiers that were on guard duty brought their weapons up in front of them in salute as Matthew and TK gave their salute back. They walked through the destroyed doors, leading to the main room.

"Guess we went a little overboard with the tanks," Matthew commented. "How much will I have to pay in damages?"

"Around one thousand bits," an elderly lady said, walking over to them. "You don't have to worry about paying for it too much. Most of the damage to this place was done by those other people so your bill isn't as bad."

"Either way," Matthew said. "We need to pay for the damages we caused. I'll have my engineers start to help rebuild what was destroyed. Money will be taken from the Imperial Treasury to help with repairs."

"Thank you," she replied. As she walked away, an Imperial Private ran over.

"Sorry to bother you, sir," he began. "But we found something that requires your attention."

"Very well," Matthew said. "I'll meet you all in a bit." As he walked away, the others went into the next room where Celestia and Cadance were waiting. Just as Celestia was about to speak, TK's second in command ran over.

"You're needed in the other room, sir," he said, saluting his commander.

"Very well, Jeffery," TK said as he left the room.

"What is up with them and doing stuff that doesn't even concern this war?" Cold asked, entering the room from another door. "If they don't want to even make plans, then why are they even here?"

"Because they are looking over important Lennex documents," Yuri said as he entered the room with Matthew and TK following him. In Matthew's hands were some papers that had been scattered on the desk where the Private from earlier had taken him to. "To win a war, you need more than soldiers and supplies. You need intelligence on your opponent and we have enough to make ten more moves before the Lennex Empire catches on."

"Why is that?" Celestia asked.

"Maps of all the Lennex positions in Equestria," Matthew answered. "Besides Canterlot, the main enemy strongholds near Ponyville are Cloudsdale and this Castle in the Everfree Forest. First stop is that castle. There are people being held there and one of them is your friend. The same one you asked us to come here to help you find."

Unknown to them, Twilight had overheard what they said and walked over, her eyes narrowed in anger, determined to get more answers. While she would normally remain calm around others, the fact that they were able to get info on her son was good enough for her to go over and demand everything they knew.

"With this castle secured," TK began. "It'll protect our flank and if the Lennex forces try and push us back, we can dig in there and hold them off."

"A coward's tactic if you ask me," Cold said. "Why don't you all just leave and let us fight this war. We'll do much better than you ever will."

"Then why did you all ask for help!" an Imperial soldier shouted. Luna turned and saw the same soldiers from before once again causing trouble. This time, Cold was on the receiving end. As he walked over, prepared to hurt the soldiers, he felt something hit his ankle and tripped over it, falling face first to the ground.

"I highly suggest you keep away from my men," Matthew said. Cold got up and tried to throw a punch at Matthew, only for Yuri to grab his fist and punch him in the face with it.

"Cold!" Celestia yelled. "That's enough! Go patrol the the outskirts till this meeting is over." Cold grumbled and left, his eyes narrowing as his face grew dark.

"I have a bad feeling about him," TK whispered to Matthew. "We might want to have some men keep an eye on him."

"Not yet," Matthew replied, his voice also quiet as possible to keep Celestia and Luna from hearing. "We can't just keep an eye on someone that works for our allies. If he shows signs of treachery, then we'll have a squad of assassins watch him."

"Alright," TK turned his attention back to Celestia and Luna who were talking with Twilight, who had just arrived at the table demanding answers.

"I know I heard them say they knew something about my son!" Twilight exclaimed. "I don't care how dangerous it is, I will get my son back!"

"Twilight," Celestia began. "You're too emotional for this. I know he's your son, but you need to let others do this. With your state, you could get hurt or worse out there." As the two continued arguing, Luna and Cadance stayed to one side, keeping out of the argument the best they could.

For the Imperials, they were standing there confused on what was happening. Even if Twilight was a Princess, she didn't seem to get along with Celestia. They knew that their own leaders would sometimes argue, but they never went this far.

Matthew and TK seemed to be the only ones that understood where Twilight was coming from. Both would do anything to protect their family, even if it meant their deaths. TK would protect his wife and daughter while Matthew would protect all three of them and even more with his soldiers. Both have been in many battles and have never fully gotten over the pain from sending the men they care for to battle just to die.

Before the arguing could continue, Matthew nodded to TK who brought out one of his pistols and aimed it towards the roof. After aiming, he pulled the trigger as a loud back rang throughout the room, immediately stopping the argument.

For the others, they weren't sure what to think. While they were glad the argument stopped, they weren't fully happy with their method. Town Hall was already damaged enough without the extra bullet hole.

"Couldn't you two have found a better way to stop it?" Shining asked as he walked over. "You guys could've just yelled at them."

"Actually with how loud they were it wouldn't of did any good," Yuri replied. "They were arguing so loud it would've woke the dead." He laughed at his joke but stopped when no one else was laughing. "Sorry." Yuri left, leaving the main leaders to talk.

"I apologize for that," Matthew said. "We didn't want to do that but we needed to get your attention." He cleared his throat and began to explain what their plan was. "Twilight, we are going to need you to stay here." Twilight was about to open her mouth to interrupt before TK stopped her.

"I feel your pain, Twilight," TK said. "You care for your son. I have a daughter that I would do anything to protect. Even kill my own dad. Kari and I would put ourselves in danger to protect her, but you need to think. If you die, then would your son have anyone? I know Colonel Sentry would take care of him, but how would he feel if his mother was dead?"

Twilight looked down, thinking of what TK had said. She knew he was right. While Flash was more than capable of taking care of Spike, he had already lost his real parents and they were murdered in front of him. She didn't want to let him see her die like his real parents.

"I'm sorry," Twilight said.

"No," Matthew replied. "You shouldn't apologize. You're a parent. It's understandable. Your heart is in the right place but there are times that you need to use your head." Twilight nodded as everyone went back to the map.

"Now," Celestia said. "The treachery of Blueblood and many others have hurt us. Most likely to win we'll need to capture them. If they're at the castle, take them hostage." Matthew and TK nodded, though they had an uneasy look on their face.

"Very well," TK said. "But we'll need a guide to the castle."

As soon as she heard those words, Luna immediately rose her hand.

"I'll help you," she said. "I'll bring some of my guards to help." TK nodded as Matthew went back to the doorway and brought out a strange device. TK and the rest of the Imperials closed their ears as Matthew brought it up to his mouth. Before the Equestrians could wonder what it was, Matthew's voice could be heard even louder than it was on the battlefield.

"GENERAL UZUMAKI GET TO TOWN HALL RIGHT NOW!"

The nearby guards held their ears as the device allowed for a regular voice to be heard miles away. The beeping of it was bad enough, but when the voice came out, it felt as if they were back in basic.

A blonde haired man walked over to Matthew. His uniform dark green, giving him an advantage in the woods, carrying a weapon that was much different than the other Imperial soldiers. This weapon was smaller and used different ammo.

While the main Imperial force used their rifled muskets, his unit used more upgraded weapons due to them being in dangerous situations from raids on supply depots to securing positions behind enemy lines with airborne units until reinforcements could arrive from the front.

"Reporting for duty, sir!" Naruto exclaimed as he saluted his emperor. He was always ready for a fight, even if his men weren't used in the frontlines anymore.

"Get a few of your squads together," Matthew ordered. "We're moving out into the forest for a raid on the castle."

"Right away, sir!" Naruto exclaimed, happy that he would be going into a good fight instead of sneaking around. For the past few years, he had been ordered to sneak around or land ahead of any invasion force, including the airborne, but now he was going into a full battle.

As the raiding force began to assemble, Cold walked over to them, a dark look in his eyes.

"You're all going to die in the Everfree," he said. "That place is haunted and no one has ever returned from it." Before he could continue, he was hit in his armor by a rock. "Who threw that?"

The Imperial soldiers soon all picked up rocks and threw them at Cold, yelling for him to get out. As he was about to bring out his sword and attack, a loud bang was heard as Cold was covered in rotten tomatoes.

"Whoever did this will be in trouble!" he yelled. Celestia walked by, holding her nose from the stench that now covered Cold.

"What are you doing, Cold?" she asked. Cold was about to complain just as Matthew and TK walked over.

"Might I suggest your captain have a very long bath," TK said, holding his nose as well. Cold just got up and left, grumbling about unfairness. "We're ready to head for the castle. We'll be back with everyone." Celestia nodded as Matthew went to the soldiers.

"Shoulder arms!" he commanded.

"Shoulder arms!" was the reply of the soldiers as they lift their weapons up, the stock near their waists, keeping one hand on their weapon and the other to their side.

"Right face!" came the next command. As if they were expecting it, the entire column turned right in perfect sync, not a single soldier late in their turn.

"Forward!"

"Company" "Company"

"March." As the last command was given, the group began to march out as the drum kept a steady beat for each soldier, their faces as hard as rocks as they kept their eyes forward, marching in perfect order to the Everfree where Luna's Guards were waiting to help guide them to their objective.

As the groups gathered, Naruto and his commando's went a head of the main force with orders to help clear a path to the castle. With them were two of Luna's guards. Her Captain, Moonlight, and a regular guard named Dusk Chaser.

As they walked through the woods, the main group followed behind, now using a scout formation. The lead soldiers kept their guns pointed forward while others kept searching their flanks and the trees, watching for snipers.

As the main group was entering a clearing, bullets began to hit their position as Lennex troops opened up with whatever they had, pinning the lead group soldiers. Imperial forces ran for cover, dodging bullets the best they could as they ricocheted off the ground into the air, whizzing by their ears. A few Imperial soldiers ran for the enemy positions, only to be cut down faster than they could count to five by the lennex fire.

"KEEP DOWN LADS!" Yuri commanded as he and Matthew kept returning fire with their pistols, missing every shot as they had to keep hiding from the bullets.

As the Lennex forces were about to reload their weapons, flames began to hit their position as Imperial Commandos arrived and attacked the Lennex flank. The flames forced the Lennex forces from their hiding spots, many of them catching on fire as they ran into the open and fell to the ground trying to put out the flames.

As they ran into the open, Imperial forces that were once pinned opened fire, their shots hitting their targets, causing many to fall down, still on fire.

"Perfect timing, Naruto," Matthew said as he walked out of the trees. "Any longer and we would've been stuck there are weeks."

"You know me," Naruto replied. "I always arrive at the right time."

"What about that time in the Dragon Empire when you vanished and never arrived till after the fighting was over?" TK commented.

"That was one time!" Naruto exclaimed.

"Don't mean to interrupt," Luna said. "But we need to get to the castle." The three nodded as the allied force marched further into the Everfree, keeping a better eye out for any ambush.

When they arrived at the old castle, they saw the place in ruins. Towers were caving in, the walls knocked down, and the main keep was missing its roof.

"What happened here?" Matthew asked. They had seen damage to many castles in the past, mostly because of them, but this seemed to be hit hard and just left to die.

"Years ago," Luna began. "Celestia and mine's ancestors ruled from this castle. It was what they call the crown jewel of Equestria. It was centuries ago that an army under the banner of what seemed to be a Dragon invaded and moved all the way from the Griffon Provinces to here. when they laid siege, they kept attacking for weeks. Their catapults had knocked down many of the walls and even destroyed the old bridge to keep them trapped. Many of them rode dragons and attacked the towers."

"How did they get away?" Yuri asked.

"There are secret passages in the castle that allowed for the defenders to escape. They should still be in good condition."

"Then that's how we'll get in," Matthew said. 'Lead the way." They went down the nearby cliff, using a path that didn't allow for much room to go more than two lines. Every soldier had to keep his pack close as they marched single file, avoiding the edge leading to a thirty foot drop to the bottom.

As they continued down, Yuri lost his footing and was about to fall when Matthew and TK grabbed his hands, pulling him back up.

"Thanks," he said, trying to get his breathing under control from the scare.

Finally, they reached to bottom of the hill, finding a cave that lead to the old castle basement.

"There are multiple tunnels in this place," Luna said. "They'll eventually lead to the main hall, but we'll be going in without knowing where to go."

"All units are to split up and get to the doors leading to out objective," Matthew ordered. "General Stanley, I want your men to head for the dungeons. TK, you're with me. Naruto, go with Luna and clear out the armory. If anyone is in trouble, help the best you can."

"Right away," The Imperials said as they ran off into the tunnel. Luna and her guards watched them rush into the darkness, beginning the raid.

Guardian Force marched through the old tunnels, archers leading the way with some regular soldiers carrying torches to provide light. The tunnels were filled with cobwebs, making it hard to walk through without getting any on them. Many of the soldiers had to stop and knock them off, before any spiders landed on them. The wet ground caused them to move slowly, trying not to slip and fall to the ground.

When they arrived at an old wooden door, they slowly opened it and found their objective. There was only one guard watching the prisoners. When they found him, he was fast asleep, unaware that Imperial forces were right there next to him. When he woke up, he was about to scream for help before an Imperial officer held his hand over the guard's mouth and sliced his throat, blood spilling to the ground as the guard fell. The officer turned and swung his sword, knocking off the old locks, freeing the prisoners.

General Stanley walked up to the cell, finding many of them beaten. He approached a man with light orange hair wearing a cowboy hat and vest. As he helped him up, the man tried to keep his footing, barely able to stay up.

"Might thanks, stranger," the man said. "I'm Braeburn Apple."

"General Stanley," Stanley replied. "Commander of Imperial Guardian Force. We're here to rescue you."

"Thanks," Braeburn replied. "I'm not the only one here. With me are Night Light and Twilight Velvet. They're Twilight Sparkle's parents. There's also Trixie Lulamoon and Prince Blueblood."

"Was there any sign of a young boy around fifteen or so?" Stanley asked.

"He's being held in the main hall," Blueblood replied. "I saw him being taken there before I got thrown in here."

"Alright," General Stanley got on his communicator and contacted his friend. "Sir, we found the prisoners. They say that Spike is held in the main hall. Also, we have the one that Celestia told us about, but he seems to be a prisoner."

"He's a prisoner," Matthew replied. "I guess they saw a clone of his." Gunfire was soon heard from Matthew's side of the conversation as machine guns opened up. "If you're done down there, head for the main hall. We'll be there when we can." The conversation ended as Stanley turned to his men.

"Lets get to our objective," he said as they all moved out, the prisoners following them.

Unknown to them, a group of teens was following close behind, led by Sweetie Belle. When she had heard that Spike was being held at the old castle and that there was a rescue mission, she immediately trailed the Imperial Forces, the others following her in hopes of rescuing their friend. They had kept away from the fight and trailed after the commandos after they broke off.

Meanwhile, the Commando's and Luna's Guard had reached the armory, making no contact with Lennex forces along their path. the old armory was filled with spears and swords from when the castle was under siege. The old armor was covered in dust and cobwebs, making it hard to grab any. When one of the commandos picked up an old spear, the tip fell off, hitting the ground and shattering.

"How long ago did you say the siege was?" Naruto asked.

"About six centuries ago," Luna replied. "I guess even if the old weapons still looked ok, the elements must have worn them down."

"It must've been something," one of the commandos commented.

The sound of battle was soon heard, meaning that there was confrontation somewhere between Imperial and Lennex forces.

Both the First and Emperor's Guard squads were walking through the castle, keeping an eye out for any remaining Lennex forces. Even though they had beaten the main group at Ponyville, a small number had retreated here, hoping to find shelter. Now, Imperial forces were hunting down the remaining Lennex troops, hoping to either capture them or eliminate what was left.

They had searched for a half hour when Matthew's communicator went off.

"Sir, we found the prisoners. They say that Spike is held in the main hall. Also, we have the one that Celestia told us about, but he seems to be a prisoner."

"He's a prisoner," Matthew replied. "I guess they saw a clone of his."

As the lead scout entered the next hallway, a shot rang out as the bullet hit his head, knocking him to the ground.

"AMBUSH!" Yuri shouted as they ran for cover behind the wall, another group running across the opening to the other side, dodging bullets as they ran.

"If you're done down there, head for the main hall. We'll be there when we can." Matthew turned off the communicator and hid behind cover with the rest of his men. Lennex machine guns once again had them pinned with no way to move forward.

Matthew took his hat off and picked up a stick that was laying on the ground. As he placed his hat on it, he turned to TK, who was on the other side and nodded, placing his hat out in view. Lennex fire went for it, knocking it off the stick, tearing the hat to shreds.

TK's group threw smoke grenades down the hall, hoping that the smoke will be enough to fill it up, allowing the two groups to move again, bullets hitting the old walls around them as the bricks began to chip from the constant fighting.

One stray bullet hit a support beam, as more of the roof began to fall in.

"SCATTER!" TK yelled, the debris falling right in front of some of the Imperials. Some of the soldiers ran into the open, getting shot, a few injured in their legs.

As the smoke grenades went off, filling the hall with smoke, Imperial forces ran from their cover and charged for the small Lennex squad, as medics grabbed the wounded and brought them to safety. When the attacking soldiers appeared from behind the smoke, Lennex forces immediately charged forward, meeting the Imperials in a melee battle. One Imperial soldier knelt down and flipped a charging Lennex officer, making the officer flip forward onto his back as another soldier stabbed him in the stomach, the officer crying out in pain.

The commandos and Luna's guard found the two groups still engaged in melee when they showed up. The commandos opened up on Lennex forces trying to escape as Luna and her guard rushed into the fight, cutting down the Lennex guards.

Luna saw both Matthew and TK fight one of the higher ranking Lennex guards, using their swords to defend themselves as the other would attack. Both worked well together, mostly due to the both being in battle for years. Neither one giving the Lennex officer any ground as they kept up their attack before they were able to stab both of their swords into the guard's stomach, the guard dropping his sword as he grunted in pain.

As the fight ended, the four groups caught their breath as Matthew picked up his hat.

"Well there goes another hat," he said to no one in particular. They caught their breath and met up with Guardian Force at the entrance to the main hall, explosives planted on the doors, waiting for the command to allow the Imperials to charge in and finish it.

As soon as Luna saw Blueblood, she went for her sword only for Matthew and TK cross their swords in front of him, protecting him.

"What are you doing!" she exclaimed. "He's a traitor."

"Traitor or not, we need info from him," TK said.

"Also that list had his name on it with the other prisoners," Matthew continued. "Kill him now and we won't learn anything about that." Luna's Guard took aim while the Imperials stepped in front, also aiming at the Equestrians. As they were about to pull their triggers, Luna stopped them.

"Stand down," she ordered. Both sides lowered their weapons. "When you get your info, you better make sure he's not lying." She turned to head for a near by doorway, opening it to find a certain group of teens fall out when the door was opened. "What are you all doing here?"

"I'm here to rescue my boyfriend!" Sweetie Belle exclaimed.

"No," Luna replied. "You're going back to Ponyville and waiting till we get this taken care of."

"No!" Sweetie yelled. Both were staring at the other, neither one backing down.

"General Stanley," Matthew said. "Did you bring my extra battle hat?"

"Right here, sir," he replied, handing Matthew his hat. "I think we need to get this under control before we go any further."

"I'm not getting involved," Matthew said. "I don't know much about women, but they do have a nasty temper and I do not want to be on the receiving end of it."

"Weren't you on the receiving end a few times?" Yuri asked.

"Do not remind me," Matthew said, his face going dark. Yuri immediately went quiet, not wanting to anger his Emperor. He grabbed a remote and pressed the button, blowing the doors wide open as Imperial commandos ran into the room, firing as they went. They were followed by the other Imperial groups, running into the melee. Lennex troops fired off a volley, many of their rounds missing, but were able to injure some of the lead units, before also charging forward, their guns used as either shields or bayonets as spears to hold off the attackers. Officers would use their swords, fighting other officers, even going as far as kneeing them in the gut and punching their opponent in the face.

The Equestrians walked into the room after the Imperials ran through the smoke, finding the remaining Lennex forces fighting tooth and nail against superior Imperial forces, but were soon forced into surrendering. As she heard a grunt, Sweetie turned to her left and saw Spike sitting there, his face covered in blood.

"SPIKE!" Sweetie exclaimed, running over to her boyfriend. She untied him and helped him to his feet, as Dinky walked over.

"Let me help," she said, as the two girls helped Spike over to where an Imperial medic was standing.

With the raid on the castle over, the remaining Lennex forces were being rounded up and brought outside, the remaining officer being separated for interrogation.

"I would highly suggest that you tell us what we want to know or it'll be your death," Yuri said, pointing his pistol at the officer's head.

"First, how did you get into Equestria?" Matthew asked.

"We got in thanks to our spies," the officer said. "Equestria is weak, just like you are. Our spies are everywhere, making sure you will die." Yuri slapped the officer in the face.

"Who are your spies?" TK asked.

"Wouldn't you like to know," the officer snarked. Yuri once again hit the officer.

"Final question," Stanley asked. "What were your objectives?"

"To kill everyone," the officer replied. "The Equestrian Royalty was to serve my master any way he wanted them to. That kid with the Dragon DNA was only good to please the men." Matthew made a slicing motion with his thumb across his neck as another Imperial officer walked up behind the officer, slicing his throat.

"Any more Lennex forces want to mess with us?" Matthew asked. The remaining Lennex soldiers shook their heads, hoping to not suffer the same fate.

"Let's head back for Ponyville," TK said. Everyone packed up their gear and marched back to town, Sweetie helping to carry Spike, who had just woke up.

"Can someone tell me what's going on?" he asked.

"We'll explain everything on the way back to Ponyville," Luna said, unsure of what had happened. The trip back was done in silence.

 **Still working on chapter 7's rewrite.**


	7. Next Move

As the allied column continued its march back, the atmosphere was uneasy. The feeling of betrayal could be felt from Luna and her guard when they saw their allies protect Blueblood. However she felt, Luna agreed to keep quiet, hoping to know what they learned when the time was right. She never liked being in the dark and this time was no exception.

Spike was finally fully awake, but still had some trouble walking. The entire trip back, Sweetie Belle was there, helping him every step of the way, all the while that Luna was telling Spike what was going on.

"So you and Sweetie left and found these people?" Spike asked.

"That's correct, Spike," Luna answered. "Also, that man leading the column is actually the same one from the statue. The one you wanted to meet."

Spike's eyes widened as he processed what Luna had said. For a few years, he had thought that those people in that statue were fake, designed to inspire others to do their best, but now, he wasn't so sure. These people seemed to be just regular soldiers doing their job, listening to their leaders, just like in Equestria, but they didn't do what the Equestrians did.

The column stopped before reaching another clearing as Matthew and Yuri pulled out their weapons.

"TK," Matthew began. "Stay here with the men. Yuri and I will scout the other side for any Lennex activity."

"Yes, sir," TK replied as he moved the men into hiding on their side of the woods. Matthew and Yuri crept out into the open, keeping their eyes peeled for any sign of the Lennex's red uniforms.

As they reached the other side, Yuri gave the signal for the other forces to move up, as Matthew and Yuri continued on, finding a small hut in another small clearing, the door wide open as they heard some Lennex soldiers yelling inside.

"We told you that if you didn't give us those potions we would kill you!" the officer yelled. "You've had enough time." As he raised his sword, about to strike the young woman, he felt a pistol poking the back of his head.

"I would highly suggest that you put the sword on the ground very slowly," Yuri said, his voice low, giving no room for negotiating. As the other Lennex soldier turned, about to attack Yuri, he was shot by Matthew between the eyes, dropping to the ground. The officer dropped his sword, afraid of what would happen if he didn't cooperate.

"Well you seem to be a smart officer," Matthew said, punching the officer in the face, knocking him out. "That should keep you from trying to run off."

Luna walked in along with the kids, finding one Lennex soldier dead and another being tied up. They immediately went to the woman in charge of the cabin.

"Are you alright, Zecora?" Apple Bloom asked.

"I am fine," she said. "Since these people arrived in time." She went over to her cauldron, stirring its contents. "They wanted me to brew this concoction, although I had no idea of its power of destruction."

"What is it?" TK asked.

"Something most vile," Zecora replied. "That to make it would be a while. They planned to poison their enemies with this gas. It could even melt through brass."

Matthew picked up a nearby stick and poked the concoction, the stick melting away faster than he could blink.

"Is there any way you could give us the directions for this?" he asked.

"What are you planning to do?" Zecora asked. "Become monsters like them too?"

"No," Yuri replied. "Part of the reason soldiers like me were created was to combat elite Lennex regiments that the regular soldier couldn't take down. You said that this thing could melt brass, so we would like to test it out on their machines to see how it does. We would never use it on regular people."

"Then I will work on it at the double," Zecora said. "It won't be any trouble." Matthew handed her a sack. As she opened it, she gasped. What was in there was the equivalent of two million Equestrian bits.

"Allow us to pay for your time," he said as he walked out, Yuri dragging the Lennex officer with him. TK followed, getting back with the column as it began to move once again.

As the entire group returned to the outskirts of Ponyville, Matthew lead two of his soldiers away, taking Blueblood with them to keep Celestia from knowing about their plan. TK continued to lead the others to the town square, where Celestia was waiting along with Twilight. As soon as Twilight saw Spike, she ran over to him and held her son, causing his face to turn blue.

"Mom, you're ch-chok-choking me ag-again," Spike tried to get out. Twilight immediately let go as she saw her parents walk over, both of them hugging Twilight as Shining and Cadance also joined in, the family finally reunited.

Sweetie Belle watched on, for the first time in a while, crying tears of happiness at the sight of the reunion. As she watched, she felt Twilight pull her into the hug next to Spike. As they let go, they saw Braeburn being greeted by his cousins and Granny Smith in a massive Apple Family Hug.

"What in tarnation happened to you, Braeburn?" Applejack asked.

"All I remember was going out and taking care of the orchard and the next thing I know, I'm knocked out and in a cell," Braeburn said. "Do you know what's going on?"

"All I can say is that those people that took you seemed to have just came into Equestria like they own the place," Big Mac said.

"Wait a minute," Yuri said. "Where do you live?"

"I live in Appleloosa," Braeburn replied. "It's south of Ponyville. A few days' train ride, maybe about five to six days."

"And we live about five days north of Ponyville by train," Shining said. "For all we know, The Crystal Empire could've also been taken."

"If they did the samething to you as they did to us," General Potter said. "Most likely their agents would be everywhere getting everything ready for them. We might have to split up and attack everywhere at the same time."

"You can't do that!" Twilight exclaimed. "You'll be cut down one at a time. We need to stay together!"

"And risk getting cut off from our reinforcements and surrounded by their forces coming at us on our flanks and rear?" Commander Patten asked. "If we attack the enemy on multiple fronts there is a less likely chance of being cut off. They'll have to fight us everywhere and can't support a front without weakening their forces in another front."

"But there is still a risk of being cut off if you advance too far!" Twilight tried to explain. "Keeping together will make us impossible to beat and make us stronger!"

The Imperials shook their heads, knowing that while Twilight's idea had merit, for this type of warfare, it wouldn't work as well. Equestrians had always fought against either Griffon or Changeling Forces. All three would just mass together and hit at one point and win a battle without much difficulty, but for Imperial and Lennex forces, it was less about a massive punch and more about maneuvering around your opponent. While Lennex forces did prefer attacking in massive numbers in the center, they also had some of their more elite forces on the flanks to deal with any major issues.

Imperial forces preferred more troops on the flanks, giving them an edge when going around their enemy and even cutting off the enemies retreat, resulting in the opposing force to either surrender or be destroyed. Sweet Apple Acres was one of those times that they wouldn't just march right up to their enemy, but sweep around and hit their flank, causing their troops to panic and rout.

"Twilight," Kari began, having kept quiet for a while. "I've seen what happens when units just keep going to one place and never even try and deal with the ones on their flanks. I'm not a general or anything, but TK has told me what happened when an old officer of theirs decided to just bunch together into one place. His forces were wiped out faster than anyone could count."

"I think it might be best for all leaders to be here for the plans," Celestia mentioned, hoping to keep both sides from wanting to kill each other. The tension was thick enough that you could feel it in the air.

"Where did your leader go?" Cold asked.

"He went for a walk," TK said. "Helps clear the head when you fight a long war."

"Alright," Luna began. "For now, we need some volunteers to scout out the area for more enemies." As she finished, her captains, Moonlight and Dusk, raised their hands.

"We'll patrol the Everfree outskirts," they said. Luna nodded as they left to patrol their assigned spot.

"I'll gather some men to guard the train station," General Baker said. "We'll need it soon."

"Luna," Celestia began. "See if you can find the rest of the Imperial Leaders. We'll need to plan everything out."

As everyone left, Braeburn and the rest of the Apples walked over to Sugarcube Corner to get something to eat. Along the way, Braeburn was explaining everything that had happened since they last spoke from the orchard to his capture as they explained what they saw in Canterlot a few days ago.

"Might strange it is," Braeburn said. "I mean these people seemed to have been ready for those ones that attacked us, and moved right when they heard."

"Luna asked them about that on the way here to Ponyville," Apple Bloom said. "They knew about this attack, but they didn't know where it was going to hit, is what their leader said."

"And how is it that you know this?" Applejack asked, raising an eyebrow. Luckily for Apple Bloom, Sweetie and Spike had run over.

"Come on, Apple Bloom," Sweetie said. "We're heading for the park." Apple Bloom ran off with her friends, getting away from Applejack and her barrage of questions.

As they entered Sugarcube Corner, they found the entire place a mess from the battle. Food was scattered all over the main room as the Cakes were cleaning up the mess, leaving Pinkie with babysitting duty. As soon as Pinkie saw her friends, she walked over.

"Hey guys!" she exclaimed. "Sorry I can't do much but I need to help keep an eye on Pumpkin and Pound. There's some cakes in the kitchen already made if you want any."

As Applejack and Big Mac went in the back, Braeburn walked over to Pinkie.

"Need a hand?" he asked. Pinkie nodded as both of them sat down with the kids.

"How did you end up here, Braeburn?" Pinkie asked as she helped Pumpkin put her doll house back together.

"Was taken in the middle of looking over the orchard," Braeburn began. "All I remember was someone shouting my name and the next thing I know, I'm in a cell in the Everfree Castle. I was there for a few days at least. Before this invasions started, I guess."

"You had it easier than I did," Pinkie replied. "I was there at Canterlot and saw what happened. I even saw my boyfriend leading those people. All I remember him saying was that I would regret refusing him. I just never thought it would go this far." As Pinkie's eyes began to water, she felt a hand on her shoulder. She turned and saw Braeburn giving her a small smile.

"I'm sure everything will be alright, Pinkie," Braeburn said, his voice small, filled with concern. "You have friends you can go to whenever you want. Applejack, Twilight, Fluttershy, and even me."

Pinkie just smiled and gave Braeburn a small hug.

"Thanks,' she said, holding onto her friend. Unknown to the two, Mr. and Mrs. Cake saw the whole thing and smiled, both happy that Pinkie was smiling again.

Just outside the Everfree, Moonlight and Dusk were walking around, keeping an eye out for any sign of Lennex patrols. As they looked around, they snuck into the forest as Dusk pressed his lips to Moonlight's. Moonlight returned the kiss, wrapping her arms around Dusk's neck.

"I really needed that," Moonlight said as they broke the kiss. "Putting up with Cold all the time is getting annoying."

"I know," Dusk replied. "That stupid rule he placed that said a Captain cannot have a romantic relationship with another member of the guard. I swear he only put that law up so he could have you to himself."

"You're right," Moonlight responded, her voice a mixture of sadness and anger. "He only wants me for my looks anyhow, and you know how I feel about that. You've always been there for me."

"We'll find a way out of this," Dusk said, holding his girlfriend. "I promise." They shared one more kiss before walking back on their patrol.

At the park, Matthew was resting under a tree, his hat covering his face as he relaxed after the day he had. From being in his tank to fighting in a castle, he had done a lot for the day. While many Emperors had done more, they had done what he was continuing. From King Douglas to Emperor Smith, the whole line had done many great things.

" _I wonder how Thomas would've handled this war?_ " Matthew thought. " _He was the one to make us a stronger power but how would he handle this type of war? Do what we've always done, or do something so crazy that to the common mind it would seem like defeat but gain us victory?"_

Unknown to him, Luna and the younger ones were walking up behind him, creeping up to try and scare him. While normally Luna wouldn't do this, the opportunity to try and scare someone that wasn't paying attention was too good to pass up. Just as they were about to yell in Matthew's ear, they found a pistol pointed right at them. They froze, not sure what to do. While Luna was more used to weapons pointed at her, the teens held their breath, not sure if he was going to fire at them. Spike placed Sweetie Belle behind him, determined to protect her from harm, all the while, shaking, remembering that he had weapons pointed at him for the past day or two.

Apple Bloom and Dinky hid behind Pipsqueak, as Pip put on a brave face, hiding his fear the best he could. Rumble and Scootaloo faced down the barrel, acting as if it wouldn't do anything.

Babs on the other hand hid behind Princess Luna, remembering what those weapons could do. The flashback of her parents deaths hit her hard as her eyes began to water.

"Next time you want to disturb someone that's asleep," he began. "Make sure he or she isn't armed." He placed his pistol back in it's holster and lifted his hat. "Now, is there any reason you wanted to try and wake me up?" Everyone began breathing again at the change, but still kept away from any more weapons.

"We're making plans for what to do next and you're requested to be there," Luna answered. "Also, I believe you promised Sweetie Belle that you would explain later."

"I guess I better keep that promise," he said. They all sat around him, keeping their distance, while Luna stood off to the side to listen. "I was a young officer in the army leading around thirteen thousand men, the standard number for any officer of the rank I was. I was young, but I wasn't the youngest officer."

"I was assigned to lead my men to deal with a rebellion that was growing. At the time, it was small so we thought it would be an easy win. That first battle, I lost three-thousand men fighting a smaller force."

"After a few more battles, we met up with the main force, during that time under my cousin's command, and were sent into a massive battle. The end result was a crushing defeat. My cousin was fired and one of my friends was placed in charge. During that time, my friend and I had proved ourselves and became Military Governors of different territories. It was just a few months later that I received orders to lead the invasion of the Knights' territories."

"On the way there, our king at the time, Thomas Smith, was assassinated and my cousin took over. He redirected my forces to where we would be cut down. When we arrived, our landing operations had some issues, the main one being the tides. We turned back before landing, and for disobeying orders I was exiled. Around a month later, rebellions broke out and I was asked to lead one of the rebel forces, going from a Lieutenant to a Commander just like that.

The war was fought for two long and bloody years. It wasn't until we were able to defeat my cousin that we could march on the capital city. The battle there took a few weeks, but we were able to eventually capture the city. When it came down to it, my friend or I would be crowned Emperor. When my friend was asked, he turned it down, saying he just wanted to be with his family, so that left me."

"During the beginning of my time as Emperor, we conquered large amounts of territory and brought down two Empires. The one responsible for Spike's Dragon DNA, The Empire of the Knights, and the one they wanted to use Spike to fight against, The Dragon Empire. The Dragon Empire was the more challenging one. Their armies were vast in numbers and most of the people were afraid of us because of the rumors that we killed without mercy. I'm sure Celestia told you about the bandits, so I believe my tale is finished."

When he finished, the teens sat there, absorbing what they had learned. Luna however, had already heard the tales and the truth about what happened. She was actually surprised that books would lie and say things about him that weren't even true. One had even said he was the youngest officer in the Imperial Army and was immediately placed on the throne after one battle.

"Now, I believe there are some plans to be made, so if you all will let me get up I will meet you at Town Hall." All but Spike, Sweetie Belle, and Luna left, allowing Matthew to bring out a small stick that was leaning up by the tree. He used it to help lift himself up, as he felt his back snap. "Old injuries or something is catching up to me." As they began walking back, Yuri ran over, almost tripping on a tree root.

"Sorry to bother you sir," he said. "We were wondering when you were going to head back and help with the plans."

"I was on my way there right now," Matthew replied. They continued on into town hall where everyone was waiting over the maps of the area.

"Glad you could join us," Commander Patten said, her voice dripping with sarcasm.

"Keep it up and you'll be filing paperwork for the next month," Matthew replied. "Alright, now let's hear what plans we have for the upcoming fights."

"From Princess Twilight," Yuri began. "Keep all forces together and strike as one force against the enemy. From Princess Celestia, focus on taking back the capital. Prince Shining Armor and Princess Cadance want us to focus on the Crystal Empire. Princess Luna hasn't provided any target yet." Luna raised her hand to silence Yuri.

"I would actually prefer us to take the Badlands from Queen Chrysalis," she said. Yuri nodded and wrote down her answer.

"From Commander TK," Yuri continued. "Split up and attack different targets. Commanders Potter, Baker, Patten, Stanley, William, and Andrew also agree. All members of the Emperor's Guard's staff are in agreement, as are all the other generals. We're just waiting for your decision."

Matthew brought his right hand up to his chin, looking at the maps and trying to decide the fate of the Imperial Forces.

"I believe it would be better if we split up," he said, after a few minutes of silence. "We can hit more of their positions and they won't be able to react as quickly on where to support. Now we just have to decide who goes where. Who volunteers for Appleloosa?"

"The 5th Army will gladly take the enemy on in the south," Commander Potter replied as his officers nodded.

"Next up is Cloudsdale," Yuri replied.

"3rd Army is ready to go," Commander Patten replied, her officers also in agreement.

"Do not fail us," Matthew replied. "Taking that city and its airfield is vital for any future battles."

"What do you mean?" Rainbow Dash asked. "The Wonderbolts are the best pilots in the world and they were even shot down. Do you really think your pilots would do any better?"

"Are you underestimating my men?" Commander Andrew asked. "I am the leader of the Imperial Royal Air Force. I have trained and watched these men personally so I would highly suggest that you don't insult them."

"Rainbow, settle down," Twilight said. "If they think that they can deal with the ones who shot down the Wonderbolts, then let them. Remember, no one was aware of the attack so they didn't have time to fully prepare for it." Rainbow settled down, but was still sporting a frown. "I apologize. She's been like this ever since her boyfriend had left to try and retake Cloudsdale. Unfortunately, we haven't heard anything since."

"Make that your secondary objective, commander," Matthew said. "Your main goal is the liberation of Cloudsdale, but also see if you can free any Equestrian pilots that you find. They can help us gain control of the skies."

"Yes, sir," Commander Patten replied.

"Who wants to take the Crystal Empire?" TK asked.

"Imperial 2nd Army is ready to run over all in our path," Commander Baker said.

"The Crystal Guard shall support you," Shining Armor added. "We can help show you any secret routes to take."

"Only two places left," Matthew said. "Badlands are next."

"Marines ready for battle," Commander William said.

"The Solar Guard will also provide support," Celestia input. "I owe Chrysalis a debt for what she did to Canterlot a few years ago."

"Alright then, that leaves Canterlot to the 1st Army, Guardian Force, and the Emperor's Guard," Matthew said. "Does anyone want to join?

"Twilight and I will assist you all," Luna said. "We can help you get to the castle, but after that, leave the rest to the Equestrians."

"Fair enough," the Imperials replied.

"Now, if there's nothing else," Matthew began. "Time to start getting some shut eye. We move out at 0800 hours on the dot."

"Sir yes sir!" everyone replied. The Imperial officers left the building, returning to their tents as the Equestrian Princesses and their Captains talked everything over.

"Is this even going to work?" Moonlight asked.

"It's going to fail," Cold replied. "Just you wait."

I don't know," Flash input. "It does have merit. While it will run into trouble like any plan, it should help us free Equestria much faster."

"I agree with Flash on this one," Shining said. Twilight and Cadance nodded.

"Should we tell them about resistance fighters in each city?" Luna asked. "At least then they'll know of people that will help them."

"We'll let them know in the morning," Celestia commented. "For now, let us rest." The others nodded and returned to their resting areas, preparing for the next day. The day the full Liberation of Equestria will begin.


	8. Battle of Appleloosa Part 1

The next morning was alive with the sound of the bugles, waking up the allied forces. As the regular forces were just beginning to get out of bed, the cooks had already started the fires, throwing the food onto their pans for breakfast.

This time, there was less food than the day before, as they didn't have time to eat a very big meal. The allied forces were required to do a forced march to their objectives, eating along the way if they had to. Rations were being placed with each army to hand out to the men and women of both the Imperial Armed Forces and the Equestrian Army.

Celestia and Luna walked into town square, making sure their guards were up and getting their gear packed for the march. Moonlight and Dusk were helping Luna's Guard prepare for the trip, gathering their weapons, armor, and some water, knowing that even if the weather was nice and getting cooler, the trip would be hard to do in their armor.

Cold was barking out orders to Celestia's guard, ordering them to move faster. Cold had been wanting to be the hero in the upcoming battles, but that was taken away when Lennex forces ambushed them near Sweet Apple Acres and the arrival of Imperial forces, driving back the Lennex troops from Ponyville and the Everfree. Now he was hoping to be the hero of the Badlands, driving out both Chrysalis and the Lennex forces there before the Imperials could fully march in and steal his glory.

The Sparkle family walked out of the library, fully rested and ready for the day. For them, they were more worried that they would be separated by this war. Not by being on different sides, but by being at different battles. Night Light was worried mostly for Twilight. Even though Twilight was there for the Changeling invasion of Canterlot, she had not been present in the type of wars that the Princesses or the Royal Guard had been in.

Twilight Velvet was worried for both of her kids and her grandson. Spike was a target for these invaders and of course, Shining Armor was going to be right there at the front lines. Twilight would mostly be staying away from the fighting itself, but she would be in range of Lennex artillery, as Imperial forces needed to get close to really deal the damage needed to take Canterlot.

At Sweet Apple Acres, the Imperial officers and leaders were just coming out of their tents, fully rested and ready for battle. They were armed to the teeth as described by their soldiers, with their swords and pistols, fully cleaned and loaded. Their uniforms, despite being the type that should always be kept clean as any officer should, were covered in dirt and soot from the recent battles. Not even Matthew's uniform was spared due to the blood that was splattered on his sleeve and different places on his jacket.

Each Imperial Army was given their marching orders as soon as the commanders arrived back to their tents. No matter what happened, there would be no retreat. They would keep advancing and if they couldn't take their objective one way, they would try a different tactic.

While overall command went to the Emperor, it was up to the Commanders of each army to decide how to fight the battle. With each one having a different fighting style, they all used their tactics to their fullest. Every battle that was fought the same, brought defeats after a few victories. Each different tactic always brought more victories than defeats.

The Imperial Fifth Army, under Commander Potter, was mostly filled with new recruits. Unlike many of the other armies, his forces always seemed to disband more men after a war than the others. Only a small handful of veteran forces were still in combat, now needed more than ever from the onset of the war.

The Second Army had more veterans than the Fifth, but was still loaded with new recruits, many never even firing a rifle in their life. Commander Baker had literally picked up any man that could walk and hold a rifle to bolster his ranks, but proved to be one of the worst ideas he had as two of his new regiments were cut down before they could fight back. What kept him from being court martialed was that the entire 2nd Army threatened to mutiny should their commander be replaced. Despite holding more power, Matthew had no choice but to comply, wanting to keep the Imperial forces from shooting each other.

After doing a little more digging, they found out that the men that were killed were given orders to march on a Lennex position that turned out to be heavily fortified. The orders came from a mysterious source, claiming that the Lennex troops were demoralized after weeks at the front lines. When they moved against it, Lennex guns pounded them to nothing, leaving the remaining soldiers to limp home.

Commander Patten observed her 3rd Army began marching to their place on the line. She was determined to prove that her forces were better than the Lennex soldiers they faced. Months ago, her army had faced the same Lennex troops that were defending Cloudsdale. During the fight, her armor was wiped out like apple dumplings at an Apple Family reunion. Despite the replacements, she felt that she needed to prove herself and Cloudsdale gave her the perfect opportunity.

Despite the fact that this would be a chance for revenge, she was deeply upset about a small change that occured last night before everyone went off to bed. Her husband, who was in command of the 2nd Corps of the Imperial First Army, would not be joining her in this fight. While normally she would accept it, since they were in different armies, she lost it when she discovered that he would be taking his corps to help the Imperial Second. Before they turned in for the night, she gave Commander Baker a threat that if her husband did not survive, that she would hunt him down and make sure his death was slow and painful.

The Imperial Marines were cleaning their weapons as their commander walked by. Commander William was a battle-hardened veteran of the Imperial Civil War. It was his men that captured Fort Cole, allowing for Rebel forces to move inland and gain the nearby cities and towns. His forces also led the invasion of Dragon territories, leading the charges while the main forces landed right after. His men were some of the most experienced and battle-hardened other than the three armies that saw action the most.

The main thrust of the allied forces were the famed Emperor's Guard, Imperial First Army, and Guardian Force. All three officers had fought alongside each other for years, always making sure their forces were ready and got to the fight ASAP. Whenever these three were in a battle together, victory was always assured, as shown when Lennex forces tried to break through near the City of Drago. All three armies held the line at the mountain passes, allowing for reinforcements to arrive.

Matthew looked at his watch, seeing that the time was 0730 hours, thirty minutes before the armies would move out.

"Are you all ready for this?" Matthew asked, concern filling his voice. They had all fought alongside each other for years, getting to know each other better. While to an outsider, they seemed to just be a normal group of leaders, to them and their soldiers, they were a massive family, protecting each other if they ever got into trouble.

"Don't worry, dad," TK replied. "We're prepared for this. Remember, victory or death." Everyone smiled as they walked off to their armies.

As the armies assembled, they fell into their place in the lines of order. Each army would move out one at a time, as to keep from the confusion. The Fifth and Second Armies would use the railroads to move to their objectives, while the remaining ones would be riding on their tanks, horses, or in the trucks.

As the Ponyville Clock Tower struck 0800, the sounds of the first train left the station, heading south to Appleloosa. After the Fifth left, the Second's train rolled out of the station, heading North with the Crystal Guard as support. Both trains took three hours to leaving Ponyville, due to the sizes of them.

The armies themselves began to move next, with the marines going first with Celestia leading her guard along the flanks, all riding on the tanks to keep the advance going at a fast pace. After the Marines, the Third Army began their march on Cloudsdale, determined to win.

When the remaining soldiers of the Third marched out, the main thrust began to march on Canterlot. by now, it was mid afternoon, the operation behind schedule. The last groups were supposed to leave at 1200 hours, but Cold had held them up, stating that Celestia's Guard still had some last minute packing to do. Now it was 1400 hours, with the lead groups two hours behind from when they needed to reach the first small village along their route.

As the Fifth Armies train rolled south, Commander Potter sat in his command car, looking over maps of the area. Recon had suggested that there was a small depot along the route his men would take to the main objective. After that, there were three more routes that would converge on Appleloosa. Two formed what was known as the Appleloosa Line, originally made by the Royal Guard to hold off Changeling Attacks that would move south. The final road ran to what was the beginning of an airstrip, made by Lennex Forces that had landed weeks before the main invasion. No one knew how they had managed to sneak in, but now that the airstrip was near completion, they needed to take it for their own pilots to have any role in the battles to come.

Sitting on the opposite side of the car, was Braeburn and Pinkie. Both were providing details of the area for the Imperials, from what the land was like to any other small towns along their route.

"Appleloosa ain't the biggest town ever," Braeburn began. "But it's larger than the camps of Buffalo Tribes."

"You mean there are others here?" Commander Potter asked. Braeburn nodded as Pinkie continued.

"They used to be very angry about the settlers, but they made friends eventually."

"Will they help us?" Captain Henry of the Fifth's 11th Tank Regiment asked.

"If you leave the talking to us then they might," Braeburn replied.

"Very well," Commander Potter said. "See if they'll help us reclaim your home."

"Right," Braeburn said. The rest of the ride was filled with silence as the train continued on for a few more hours, stopping ten miles north of the Lennex depot. As Commander Potter looked at the sun, he noticed that night was fast approaching. He went to his radio and contacted General Uzumaki.

"General Uzumaki come in," he said.

"General Uzumaki here," the reply came. "What do you need?"

"Did you send any commando teams to Appleloosa last night?"

"That's an affirmative," General Uzumaki replied. "You know I send commando teams to every front before an offensive. They should be in place at the depot when you arrive."

'We're ten miles north of it right now," Potter replied. "We'll began unloading for a raid right now."

"Good luck," Naruto's radio went silent as Commander Potter turned to Colonel Longbottom.

"It's too late in the day to launch a full scale assault," General Potter told his second in command. "We'll send out a few tanks to support the commando's that were sent in last night."

"Yes, sir," Longbottom replied, as the tanks began to drive off the train cars.

When dusk fell, the desert was quiet, the sand losing it's usual color as the sun departed. Soon, the peaceful scenery was interrupted by a group of twenty Imperial tanks rolling out to the frontlines as their comrades were still being unloaded from the trains. These twenty would lure the Lennex tanks into a trap, allowing Imperial tanks to have the edge for the next day.

As they neared the main depot, the commander stuck his head out of the turret, inspecting the area. Looking ahead, he saw three Lennex cannons aiming for them, but no crew in sight. Behind the Lennex camp in the caves, lights began to flicker, allowing him to know that the commandos were ready.

"Gunner, target the cannons directly in front of us," the tank commander ordered. "Use high explosive rounds."

"Yes, sir." The gunner set the gun at the right angle as the loader placed the shell in the barrel. "Shell away!" The tank's main gun opened fire, hitting the battery's gunpowder, destroying the battery in the explosion. The Lennex troops woke up to the sound of the explosion, as the night sky light up with the fires of their ammo. Upon discovering that Imperial tanks were attacking, they sent out all two hundred of their tanks in that sector to meet the Imperials that began to drive back to their lines.

When the Lennex tanks left, The Imperial Commando Captain gave the signal for one of his squadmates to snipe the Lennex Captain, trying to rally some of the men. The sniper took careful aim as he pulled the trigger. The bullet went straight through the captain's head, causing blood to spill out as he fell backwards.

"Imperial Commandos to the rear!" the next officer shouted, just before a sniper's bullet found it's mark on his head. The Lennex infantry turned around, only to see numerous squads of four or five Imperial commandos came out of hiding and began to cause havoc surprising the Lennex garrison. The Lennex troops tried to fight back, but were cut down by the commandos' superior firepower from their SMG's, bolt action, and semi automatic rifles.

"Keep moving!" The commandos ran behind cover to keep from getting shot. "Find cover!"

"Rally around me!" "Let's get out of here!" "Turn around and fight!" "Run for your lives!" The officers orders confused the Lennex soldiers to the point of confusion.

"Cover me, I'm reloading!" "Bazooka, over here!" "Grenade!" "Pour it into them!" "Get that MG set up!" The Imperials didn't show any mercy to their Lennex counterparts. What made the raid worse for the Lennex Empire was that their fuel and ammo supply was specifically targeted and destroyed.

"Cpl. George, search that bunker. Take Pvt.'s Davis, John, Terry, and Meisha with you!" ordered the commando officer. The five ran up to the door of the bunker. Pvt. Davis kicked the door open, allowing Terry to toss a grenade into the opening.

"Fire in the hole!" he shouted. They leaned away from the door and held their ears as the grenade went off. Screams rang out after the explosion rocked the bunker. Meisha and John ran inside and opened fire with their SMG's, killing any survivors.

"Split up. Davis, John, and Terry, go right. Meisha, with me." They broke off to search the rooms. Davis, John, and Terry entered the barracks and killed the Lennex soldiers that were sleeping or waking up from the explosions and gunfire. George and Meisha opened up another room where the radio ops were sitting, trying to relay what was happening to the main HQ. They took aim and wiped out the radios and it's operator before moving on. The five regrouped outside the command room. Davis once again kicked down the door as all five ran into the room killing the last of the Lennex soldiers. After the room was secured, they began searching for any intel until John found something on the table.

"Sir, over here!" The others walked over to him. On the top of the paper, it read

 **TOP SECRET!**

 **INVASIONS OF EQUESTRIA AND THE IMPERIAL HOMELAND PLANS**

"Let's get this back to HQ," George said, as they all grabbed their gear. They left the bunker and met up with their transports.

"Sir," Pvt John began. "We found a radio while we were searching the bunker. They're sending troops to the outpost we captured last night. That was all we got out of it before we destroyed it."

"All units move back to the outpost!" ordered one of the officers as they all piled into their transports, returning to their temporary base of operations.

The moon was their main source of light as they drove through the desert. Many of the commandos had fought in the dark many times while others were used to attacking in the light of day while the main armies fought. This round, all of them would be fighting at night, using many of the Lennex soldiers' own weapons against them in hopes of waiting for reinforcements to arrive.

Meanwhile, with the Imperial tanks, the Lennex armor was approaching slowly. The Imperial tank commander, Lt. David Soap, waited until they were in range before giving his order.

"Blow 'em up, boys!" he shouted. The Imperial forces opened fire to devastating effects as the Imperials' superior range and firepower carried the day, blowing all the Lennex tanks to pieces. The artillery opened up, blowing the rear armor into nothing.

"Return Fire!" the Lennex officer ordered.

"We can't," the gunner replied, "we're out of range!" Just as he turned back to the gun, their tank was rocked by an enemy shell, setting the engine on fire. Seconds later, the tank exploded, killing both crew members.

Back with the commandos, The moon was their main source of light as they drove through the desert. Many of the commandos had fought in the dark many times while others were used to attacking in the light of day while the main armies fought. This round, all of them would be fighting at night, using many of the Lennex soldiers' own weapons against them in hopes of waiting for reinforcements to arrive.

As they neared the outpost, the sound of cannon fire could be heard, signalling that the Lennex attack was just about to begin with overwhelming numbers just as it did with every battle.

Just as the first transport reached the outpost, it was hit by Lennex forces that were attacking, killing the driver and ten of the commandos.

"Everyone out!" the driver of the next transport shouted. "Move, Move, Move!" Commandos climbed out and began firing back at the Lennex troops. While the Lennex soldiers were caught off guard, they returned fire, killing at least twenty more before fleeing back to the main group.

"That was only the first wave men," Lt. Joseph said. "Be ready for the next wave. Don't be surprised if they bring tanks this time."

"Sir!" was the reply as the commando's began to find different positions to hide, waiting for the chance to surprise the Lennex soldiers or even the Lennex elite guard units.

At the 5th Army's Temporary HQ, General Potter was pacing around, waiting for word from the commandos that were supposed to meet him after the raid, but it had been a full hour and he was beginning to lose hope that they were even alive.

"Someone get on the horn and find out what's going on!" he commanded. He sat down in his chair, fingers tapping the arms as he waited for the news.

Back at the outpost, soldiers loaded their weapons and began to get the sand off them, trying to keep their weapons clean and free of jamming. If their weapon jams at least one time in battle, it could very well mean their death. Sand had also gotten into the anti tank weapons, causing many of the commandos to try and clean out the massive guns.

"I'm not cleaning out that barrel," Cpl. San said, after being told to clean it by one of the privates.

"Well I'm sure as hell not cleaning it," Pvt. Walker replied. "I cleaned the last one and it nearly took off my arm when a few others decided to play a dumb prank on me by pretending to fire it."

Before Cpl. San could reply, a red flare rose over their heads, signalling another Lennex attack. Whistles blew as the officers rallied the men to the defenses as Lennex soldiers charged forward, hoping to catch the Imperials off guard.

As Imperial Commandos ran to the small sand trenches that surrounded the outpost, Lennex soldiers began firing, their bullets mostly hitting the sand or flying over the heads of the Imperial troops. A few bullets found their mark, hitting the Imperial forces in the torso or the arm, causing many of the wounded to head back to the bunkers for safety.

"Return fire!" the Commando officer ordered, as the commandos opened up, ripping about the Lennex lines with their machine guns. Snipers took careful aim, shooting the officers as they led the Lennex troops into battle. A few Lennex soldiers made it to the trench, but were soon surrounded and beaten with the stocks of the Imperial rifles.

One Lennex soldier ran up to a commando that was reloading his weapon and knocked the weapon to the ground. The commando pulled out his knife and dodged the Lennex bayonet before stabbing the Lennex soldier in the neck, killing him.

As the Lennex forces fell back, the Imperials gathered their wounded and dead, helping to get them someplace safe away from any Lennex looters. The main goal is to keep them away from being disgraced, dead or alive, and sent back to their families in one piece.

Back at the HQ, the radio operators we're trying to reach the commandos with no luck.

"Try the lowest frequency." One of them said. "They maybe trying to keep Lennex forces from catching on to them." As they turned the radios to the lowest frequency, they heard a voice from the other end.

"This is Pvt. Henson of the 74th Imperial Commando regiment," the voice said. "We're in need of reinforcements at these coordinates. We're about to be overwhelmed by Lennex forces."

"Sir we found them!" the radio op yelled.

"Send in tanks to those coordinates," General Potter ordered. "Let them know we're on the way to help."

"This is 5th Army HQ. We read you loud and clear. Tanks are on the way to help bail you out."

"Roger that," Pvt Henson replied. He ran outside to inform the field commander of what was heading their way.

"What are our losses?" 2nd Lieutenant Jack Davis asked.

"Around fifty injured and ten killed," Staff Sergeant. Ben Coley replied. "We still have all the Anti Tank guns in operation so we'll be able to stop their tanks until help arrives."

"I just got word from HQ!" Pvt. Henson yelled. "They're sending in tanks to help us!"

"That's good cause more flares have just gone up," Jack replied as he looked out to the east. Indeed more flares from Lennex assault forces have lit up the sky before drifting back down. Whistles sounded as Lennex forces charged over the hills, all in loose formation as they ran right for the Imperial troops.

Imperial machine gunners loaded their weapons and opened up as Lennex troops began to drop like flies to the heavy Imperial fire. Some of the gunners began to turn their guns side to side, trying their best to keep the Lennex infantry from overwhelming them.

Another wave of Lennex forces soon appeared, this time bringing in what little tanks they had left from their regiment. As the tanks opened up, one machine gun position was hit, the crew all dying from the blast.

"Fall back!" an officer yelled, as they ran for the inside of the outpost. More tanks appeared, giving the Lennex forces the edge in the battle.

"Where is our support!" Jack yelled. Just as all hope seemed lost, a Lennex tank exploded. As both sides turned to see what happened, they saw Imperial tanks charging forward, firing at the Lennex tanks and infantry. A few Lennex tanks fired back, but their small guns were ineffective against the superior armor of the Imperial tanks. The Lennex infantry, seeing as their tanks were being wiped out, fell back to the Appleloosa Line, intent on reporting what they encountered.

The Imperial Commandos and tank crews all cheered as the Lennex force retreated, giving them the field that night.

As the fight ended, General Potter awaited the arrival of the commandos for an update on their mission. As he was about to head back into his personal tent, he heard the sound of the transports that the commandos always used after every raid pulling up to the center of the camp.

As the transports entered the camp, one of the officers stepped out.

"Captain Joseph reporting in, sir!" The Captain was a tall dark colored man of about seven feet eleven inches. His clean shaven face made him seem young, but he was thirty six years old and has fought in the Imperial Army for ten years.

He saluted General Potter, his palm facing the general, just as every officer or soldier does for their leaders, including the Emperor. At all times, no one is allowed to kneel before their leaders unless for a knighting ceremony, which mostly happened for Guardian Force.

"What have you got, Captain?" Potter asked. Joseph handed Potter the documents his raiders had found, as well as some very detailed maps of the surrounding territory. Potter brought the maps into his tent and lit up the candle, allowing for the needed light to see what they were going up against.

"We have just acquired some important documents with detailed maps of Lennex positions. Tomorrow, we attack the defenses and move towards Appleloosa. They have three lines, the last one protecting their Command Center. Braeburn, you and Pinkie will go the natives and see if they will join us after we break through the final line and take the Command Center."

"Understood," both Pinkie and Braeburn replied, hoping they could convince the Buffalo Tribes to join them.

After the meeting, everyone went to bed knowing that tomorrow would be a busy day for everyone. From the simplest of cooks to the most professional officers, this battle would be their time to shine.


End file.
